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Directors Report of Genomic Valley Biotech Ltd.

Mar 31, 2014

The Members,

The Directors have pleasure in presenting the 20th Annual Report together with the Audited Accounts for the period ended 31st March, 2014.

Financial Results

The financial performance of the company, for the year ended March 31,2014 is summarised below:

2013-14 20112-13 Amont (Rs.) Amount (Rs.)

Profit Before Tax 52863.00 35861.75

Less: Current Tax 10073.04 6833.00

Deffered Tax 4205.52 16358.00

Profit for the year 38584.44 12670.75

Less: Appropriation 0.00 0.00

Closing Balance 38584.44 12670.75

Operations

During the year under review, there was some activity in the company at the operational level & your directors are pleased to inform some profits in the company. Your Company has further organized meetings of eminent scientists of our country related with Human Genome, Plant Genome, DNA Vaccine, Drug Discovery Services and other related activities.

Financial hurdles and Legal actions

As reported in earlier Director's Report, the present status of various Financial hurdles and Legal actions are as follows:

The Civil suit with National Horticulture Board(NHB) who has illegally withhold Rs.25 lacs FDRs and interest accrued thereon, is decreed against the Company at Civil Court, Jr.Division, Bahadurgarh (Haryana). The Company has filed an Appeal in District Court of Jhajjar, Haryana. The Hon'ble distt. Court has dismissed the appeal. To insert "RSA" (Regular Second Appeal) is being filled in Punjab & Haryana High-Court.

Future Prospects

This century is adjudged as the century of bio-technology, and your company has the right vision, focus and has the qualified manpower to convert their plans in to the reality in the ensuing years.

Listing Agreement

The Company's securities are listed at the following 4 (four) Stock Exchanges in India:

i) The Delhi Stock Exchange Association Limited (the Regional Stock Exchange)

ii) Pune Stock Exchange Limited

iii) The Stock Exchange, Ahmedabad

iv) Jaipur Stock Exchange Limited

The Annual Listing fee for the Financial Year 2013-2014 is being paid to The Delhi Stock Exchange (The Regional Stock Exchange). As there has been no trading at all during the last several years in the Stock Exchanges viz., Ahmedabad, Pune & Jaipur, thus as a part of cost reduction measures the Company has already proposed to delist its Equity Shares from all or any of these Stock Exchanges.

Share Transfer System & Dematerialization

The Company has an in-house share transfer system. The valid share transfers complete in all respects are registered and returned within a maximum period of one month from the date of receipt. In terms of notification issued by SEBI, the Equity Shares of the Company are already compulsorily under Demat trading for all investors from 31st May, 2001 at CDSL and from 19th June, 2001 at NSDL. Shareholders who are still holding their shares in physical mode are, therefore advised to dematerialize their shareholding as soon as possible to avoid inconvenience in trading. Both NSDL & CDSL have issued ISIN No. - INE574D01010.

Directors' Responsibility Statement

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

1. That in the preparation of the accounts for the Financial Year 2013-2014, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures;

2. That the Directors have 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 of the Company for that period.

3. 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 your Company and for preventing and detecting fraud and other irregularities; and

4. That the Directors have prepared the accounts for the Financial Year 2013-2014 on a 'going concern' basis.

Corporate Governance

The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI. The Company has also implemented several best Corporate Governance practices as prevalent globally. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of the Annual Report. 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 this Report.

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.

Dividend

In view of company's financial results the Director are unable to recommend any dividend this year

Directors

In accordance with the Provisions of the Companies Act, 1956 (Companies Act, 2013) and Articles of Association of the Companies, Smt. Parul Agrawal, who retires by rotation and being eligible offers himself for re-appointment.

Fixed Deposits

The Company has not accepted any deposit from the public under Section 58A of the Companies Act, 1956 and Rules framed thereunder.

Auditors Report

Auditors observations, as contained in the Auditors' Report are self explanatory and do not call for any clarification.

A notice in terms of Section 190 of the companies Act, 1956 (Section 190 of companies act 2013) has been received under section 225(1) from Members proposing the appointment of M/s. A.K. KHATTAR & ASSOCIATES, Chartered Accountants, as Auditors of the Company. They have given their eligibility certificate in terms of section 224(1B) of the companies Act, 1956.

Personnel

The Statement of particulars of employees as required by Section 217(2A) of the Companies Act, 1956 is not annexed as no employee has drawn remuneration exceeding the limits prescribed under Section 217(2A) of the Companies Act, 1956 [134(6) of the Companies Act 2013].

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo.

The Company's present activities are either commercial in nature or manufacturing with manual operations, therefore, do not require Directors' comment on conservation of energy and technology absorption. Further, there was no foreign currency transaction during the year review.

Transfer of amounts to Investor Education and Protection Fund

Pursuant to the provisions of Section 205A(5) and 205C of the Companies Act, 1956, there is no such amount which remained unpaid or unclaimed to be transferred by the Company to the Investor Education and Protection Fund.

Appreciation

It is our strong belief that caring for our business constituents has & will go a long way in the progress of the Company and your Directors acknowledge the overwhelming co-operation and assistance received from its Bankers and Government Authorities.

The Directors thanks the Customers, Vendors and Investors for their continued support to your Company's growth.

The Directors record their appreciates to all employees for their efforts towards achieving their performance.

For and on behalf of the Board of Directors

PLACE : NEW DELHI (T.N. AGRAWAL) DATED : 18th April, 2014 Chairman




Mar 31, 2013

The Members,

The Directors have pleasure in presenting the 19th Annual Report together with the Audited Accounts for the period ended 31st March, 2013.

Financial Results

The financial performance of the company, for the year ended March 31,2013 is summarised below:

2012-13 2011-12 Amont (Rs.) Amount (Rs.)

Profit Before Tax 35861.75 0

Less: Current Tax 6833 0

Deffered Tax 16358 0

Profit for the year 12670.75 0

Less: Appropriation 0 0

Closing Balance 12670.75 0

Operations

During the year under review, there was some activity in the company at the operational level & your directors are pleased to inform some profits in the company. Your Company has further organized meetings of eminent scientists of our country related with Human Genome, Plant Genome, DNA Vaccine, Drug Discovery Services and other related activities.

Financial hurdles and Legal actions

As reported in earlier Director's Report, the present status of various Financial hurdles and Legal actions are as follows:

The Civil suit with National Horticulture Board(NHB) who has illegally withhold Rs.25 lacs FDRs and interest accrued thereon, is decreed against the Company at Civil Court, Jr.Division, Bahadurgarh (Haryana). The Company has filed an Appeal in District Court of Jhajjar, Haryana. The Hon'ble distt. Court has stayed the decree till the final order.

Future Prospects

This century is adjudged as the century of bio-technology, and your company has the right vision, focus and has the qualified manpower to convert their plans in to the reality in the ensuing years.

Listing Agreement

The Company's securities are listed at the following 4 (four) Stock Exchanges in India:

i) The Delhi Stock Exchange Association Limited (the Regional Stock Exchange)

ii) Pune Stock Exchange Limited

iii) The Stock Exchange, Ahmedabad

iv) Jaipur Stock Exchange Limited

The Annual Listing fee for the Financial Year 2012-2013 is being paid to The Delhi Stock Exchange (The Regional Stock Exchange). As there has been no trading at all during the last several years in the Stock Exchanges viz., Ahmedabad, Pune & Jaipur, thus as a part of cost reduction measures the Company has already proposed to delist its Equity Shares from all or any of these Stock Exchanges.

Share Transfer System & Dematerialization

The Company has an in-house share transfer system. The valid share transfers complete in all respects are registered and returned within a maximum period of one month from the date of receipt. In terms of notification issued by SEBI, the Equity Shares of the Company are already compulsorily under Demat trading for all investors from 31st May, 2001 at CDSL and from 19th June, 2001 at NSDL. Shareholders who are still holding their shares in physical mode are, therefore advised to dematerialize their shareholding as soon as possible to avoid inconvenience in trading. Both NSDL & CDSL have issued ISIN No. - INE574D01010.

Directors' Responsibility Statement

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

1. That in the preparation of the accounts for the Financial Year 2012-2013, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures;

2. That the Directors have 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 of the Company for that period.

3. 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 your Company and for preventing and detecting fraud and other irregularities; and

4. That the Directors have prepared the accounts for the Financial Year 2012-2013 on a 'going concern' basis.

Corporate Governance

The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI. The Company has also implemented several best Corporate Governance practices as prevalent globally. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of the Annual Report. 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 this Report.

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.

Dividend

In view of company's financial results the Director are unable to recommend any dividend this year

Directors

In accordance with the Provisions of the Companies Act, 1956 and Articles of Association of the Companies, Mr. T.N. Agrawal, who retires by rotation and being eligible offers himself for re-appointment.

Fixed Deposits

The Company has not accepted any deposit from the public under Section 58A of the Companies Act, 1956 and Rules framed thereunder.

Auditors Report

Auditors observations, as contained in the Auditors' Report are self explanatory and do not call for any clarification.

A notice in terms of Section 190 of the companies Act, 1956 has been received under section 225(1) from Members proposing the appointment of M/s. ANDROS & COMPANY, Chartered Accountants, as Auditors of the Company. They have given their eligibility certificate in terms of section 224(1B) of the companies Act, 1956.

Personnel

The Statement of particulars of employees as required by Section 217(2A) of the Companies Act, 1956 is not annexed as no employee has drawn remuneration exceeding the limits prescribed under Section 217(2A) of the Companies Act, 1956.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo.

The Company's present activities are either commercial in nature or manufacturing with manual operations, therefore, do not require Directors' comment on conservation of energy and technology absorption. Further, there was no foreign currency transaction during the year review.

Transfer of amounts to Investor Education and Protection Fund

Pursuant to the provisions of Section 205A(5) and 205C of the Companies Act, 1956, there is no such amount which remained unpaid or unclaimed to be transferred by the Company to the Investor Education and Protection Fund.

Appreciation

It is our strong belief that caring for our business constituents has & will go a long way in the progress of the Company and your Directors acknowledge the overwhelming co-operation and assistance received from its Bankers and Government Authorities.

The Directors thanks the Customers, Vendors and Investors for their continued support to your Company's growth.

The Directors record their appreciates to all employees for their efforts towards achieving their performance.

For and on behalf of the Board of Directors

PLACE : NEW DELHI (T.N. AGRAWAL) DATED : 02 September, 2013


Mar 31, 2012

The Members,

The Directors have pleasure in presenting the 18th Annual Report together with the Audited Accounts for the period ended 31st March, 2012.

Financial Position

The Company is still in the process of implementation of 100% Export Oriented Priority Sector Tissue Culture Project and has not yet started the commercial production. The financial position of the Company is as under:-

(Amount in Rs. Rs) Current yr. Previous yr.

Equity & Liabilities

Share Capital 3,05,45,000.00 3,05,45,000.00

Reserve & Surplus 126,77,000.00 126,77000.00

Secured Loan 75,00,000.00 1,00,00,000.00

Current Liabities 63,28,822.58 95,94,607.58

Total 5,70,50,822.58 6,28,16,607.58

Assets

Fixed Assets 1,19,42,930.45 1,12,74,519.45

Capital Work In Progress 2,78,51253.13 2,82,05,739.13

Investments - 78,50,000.00

Net Current Assets 1,72,56,639.00 1,54,86,349.00

Total 5,70,50,822.58 6,28,16,607.58

Operations

During the year under review, there was not much activity in the company at the operational level. Your Company has further organised meetings of eminent scientists of our country related with Human Genome, Plant Genome, DNA Vaccine, Drug Discovery Services and other related activities.

Financial hurdles and Legal actions

As reported in earlier Director's Report, the present status of various Financial hurdles and Legal actions are as follows:

ii) The Civil suit with National Horticulture Board(NHB) who has illegally withhold Rs.25 lacs FDRs and interest accrued thereon, is decreed against the Company at Civil Court, Jr.Division, Bahadurgarh (Haryana). The Company has filed an Appeal in District Court of Jhajjar, Haryana.

Future Prospects

This century is adjudged as the century of bio-technology, and your company has the right vision, focus and has the qualified manpower to convert their plans in to the reality.

Listing Agreement

The Company's securities are listed at the following 4 (four) Stock Exchanges in India:

i) The Delhi Stock Exchange Association Limited (the Regional Stock Exchange)

ii) Pune Stock Exchange Limited

iii) The Stock Exchange, Ahmedabad

iv) Jaipur Stock Exchange Limited

The Annual Listing fee for the Financial Year 2011-2012 is being paid to The Delhi Stock Exchange (The Regional Stock Exchange). As there has been no trading at all during the last several years in the Stock Exchanges viz., Ahmedabad, Pune & Jaipur, thus as a part of cost reduction measures the Company has already proposed to delist its Equity Shares from all or any of these Stock Exchanges.

Share Transfer System & Dematerialization

The Company has an in-house share transfer system. The valid share transfers complete in all respects are registered and returned within a maximum period of one month from the date of receipt. In terms of notification issued by SEBI, the Equity Shares of the Company are already compulsorily under Demat trading for all investors from 31st May, 2001 at CDSL and from 19th June, 2001 at NSDL. Shareholders who are still holding their shares in physical mode are, therefore advised to dematerialize their shareholding as soon as possible to avoid inconvenience in trading. Both NSDL & CDSL have issued ISIN No. - INE574D01010.

Directors' Responsibility Statement

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

1. That in the preparation of the accounts for the Financial Year 2011-2012, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures;

2. That the Directors have 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 of the Company for that period.

3. 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 your Company and for preventing and detecting fraud and other irregularities; and

4. That the Directors have prepared the accounts for the Financial Year 2011 -2012 on a 'going concern' basis.

Corporate Governance

As there is no operation the company at present, the Corporate Governance procedures will be implemented in the ensuing years.

Dividend

The Company has not yet started commercial production. Hence, in the absence of profits, no dividend has been recommended for the period under review.

Directors

In accordance with the Provisions of the Companies Act, 1956 and Articles of Association of the Companies, Mr. T.N. Agrawal, who retires by rotation and being eligible offers himself for re-appointment.

Fixed Deposits

The Company has not accepted any deposit from the public under Section 58A of the Companies Act, 1956 and Rules framed thereunder.

Auditors Report

Auditors observations, as contained in the Auditors' Report are self explanatory and do not call for any clarification.

A notice in terms of Section 190 of the companies Act, 1956 has been received under section 225(1) from Members proposing the appointment of M/s. ANDROS & COMPANY, Chartered Accountants, as Auditors of the Company. They have given their eligibility certificate in terms of section 224(1B) of the companies Act, 1956.

Personnel

The Statement of particulars of employees as required by Section 217(2A) of the Companies Act, 1956 is not annexed as no employee has drawn remuneration exceeding the limits prescribed under Section 217(2A) of the Companies Act, 1956.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo.

The Company's present activities are either commercial in nature or manufacturing with manual operations, therefore, do not require Directors' comment on conservation of energy and technology absorption. Further, there was no foreign currency transaction during the year review.

Appreciation

It is our strong belief that caring for our business constituents has & will go a long way in the progress of the Company and your Directors acknowledge the overwhelming co-operation and assistance received from its Bankers and Government Authorities.

The Directors thanks the Customers, Vendors and Investors for their continued support to your Company's growth.

The Directors record their appreciates to all employees for their efforts towards achieving their performance.

For and on behalf of the Board of Directors

PLACE : NEW DELHI (T.N. AGRAWAL) DATED : 1st September, 2012


Mar 31, 2011

The Members,

The Directors have pleasure in presenting the 17th Annual Report together with the Audited Accounts for the period ended 31st March, 2011.

Financial Position

The Company is still in the process of implementation of 100% Export Oriented Priority Sector Tissue Culture Project and has not yet started the commercial production. The financial position of the Company is as under:-

(Amount in Rs. Lacs)

Current yr. Previous yr.

Source of Funds

Share Capital 305.45 305.45

Reserve & Surplus 126.77 126.77

Secured Loan 100.00 100.00

Total 532.22 532.22

Application of Funds

Fixed Assets 112.74 67.74

Capital Work In Progress 282.06 320.01

Investments 78.50 78.50

Net Current Assets 58.92 65.97

Total 532.22 532.22

Operations

During the year under review, there was not much activity in the company at the operational level. Your Company has further organised meetings of eminent scientists of our country related with Human Genome, Plant Genome, DNA Vaccine, Drug Discovery Services and other related activities.

Financial hurdles and Legal actions

As reported in earlier Director''s Report, the present status of various Financial hurdles and Legal actions are as follows:

ii) The Civil suit with National Horticulture Board(NHB) who has illegally withhold Rs.25 lacs FDRs and interest accrued thereon, is decreed against the Company at Civil Court, Jr.Division, Bahadurgarh (Haryana). The Company has filed an Appeal in District Court of Jhajjar, Haryana.

Future Prospects

This century is adjudged as the century of bio-technology, and your company has the right vision, focus and has the qualified manpower to convert their plans in to the reality.

Listing Agreement

The Company''s securities are listed at the following 4 (four) Stock Exchanges in India:

i) The Delhi Stock Exchange Association Limited (the Regional Stock Exchange)

ii) Pune Stock Exchange Limited

iii) The Stock Exchange, Ahmedabad

iv) Jaipur Stock Exchange Limited

The Annual Listing fee for the Financial Year 2010-2011 is being paid to The Delhi Stock Exchange (The Regional Stock Exchange). As there has been no trading at all during the last several years in the Stock Exchanges viz., Ahmedabad, Pune & Jaipur, thus as a part of cost reduction measures the Company has already proposed to delist its Equity Shares from all or any of these Stock Exchanges.

Share Transfer System & Dematerialization

The Company has an in-house share transfer system. The valid share transfers complete in all respects are registered and returned within a maximum period of one month from the date of receipt. In terms of notification issued by SEBI, the Equity Shares of the Company are already compulsorily under Demat trading for all investors from 31st May, 2001 at CDSL and from 19th June, 2001 at NSDL. Shareholders who are still holding their shares in physical mode are, therefore advised to dematerialize their shareholding as soon as possible to avoid inconvenience in trading. Both NSDL & CDSL have issued ISIN No. - INE574D01010.

Directors'' Responsibility Statement

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

1. That in the preparation of the accounts for the Financial Year 2010-2011, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures;

2. That the Directors have 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 of the Company for that period.

3. 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 your Company and for preventing and detecting fraud and other irregularities; and

4. That the Directors have prepared the accounts for the Financial Year 2010-2011 on a ''going concern'' basis.

Corporate Governance

As there is no operation the company at present, the Corporate Governance procedures will be implemented in the ensuing years.

Dividend

The Company has not yet started commercial production. Hence, in the absence of profits, no dividend has been recommended for the period under review.

Directors

In accordance with the Provisions of the Companies Act, 1956 and Articles of Association of the Companies, Mr. T.N. Agrawal, who retires by rotation and being eligible offers himself for re-appointment.

Fixed Deposits

The Company has not accepted any deposit from the public under Section 58A of the Companies Act, 1956 and Rules framed thereunder.

Auditors Report

Auditors observations, as contained in the Auditors'' Report are self explanatory and do not call for any clarification.

A notice in terms of Section 190 of the companies Act, 1956 has been received under section 225(1) from Members proposing the appointment of M/s. ANDROS & COMPANY, Chartered Accountants, as Auditors of the Company. They have given their eligibility certificate in terms of section 224(1B) of the companies Act, 1956.

Personnel

The Statement of particulars of employees as required by Section 217(2A) of the Companies Act, 1956 is not annexed as no employee has drawn remuneration exceeding the limits prescribed under Section 217(2A) of the Companies Act, 1956.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo.

The Company''s present activities are either commercial in nature or manufacturing with manual operations, therefore, do not require Directors'' comment on conservation of energy and technology absorption. Further, there was no foreign currency transaction during the year review.

Appreciation

It is our strong belief that caring for our business constituents has & will go a long way in the progress of the Company and your Directors acknowledge the overwhelming co-operation and assistance received from its Bankers and Government Authorities.

The Directors thanks the Customers, Vendors and Investors for their continued support to your Company''s growth.

The Directors record their appreciates to all employees for their efforts towards achieving their performance.

For and on behalf of the Board of Directors

PLACE : NEW DELHI (T.N. AGRAWAL)

DATED : 2nd September, 2011 Chairman


Mar 31, 2010

The Members,

The Directors have pleasure in presenting the 16th Annual Report together with the Audited Accounts for the period ended 31st March, 2010.

Financial Position

The Company is still in the process of implementation of 100% Export Oriented Priority Sector Tissue Culture Project and has not yet started the commercial production. The financial position of the Company is as under:-

(Amount in Rs. Lacs)

Current yr. Previous yr.

Source of Funds

Share Capital 305.45 358.29

Reserve & Surplus 126.77 73.93

Secured Loan 100.00 100.00

Total 532.22 532.22

Application of Funds

Fixed Assets 67.74 69.75

Capital Work In Progress 320.01 319.52

Investments 78.50 78.50

Net Current Assets 65.97 64.82

Total 532.22 532.22

Operations

During the year under review, there was not much activity in the company at the operational level. Your Company has further organised meetings of eminent scientists of our country related with Human Genome, Plant Genome, DNA Vaccine, Drug Discovery Services and other related activities.

Financial hurdles and Legal actions

As reported in earlier Director''s Report, the present status of various Financial hurdles and Legal actions are as follows:

i) By the time of writing this report, promoters of the company are on their way for emicable settlements with HAIC.

ii) The Civil suit with National Horticulture Board(NHB) who has illegally withhold Rs.25 lacs FDRs and interest accrued thereon, is lying pending at preliminary stage at Civil Court, Jr.Division, Bahadurgarh (Haryana).

Future Prospects

Though this century is adjudged as the century of bio-technology, and your company has the right vision, focus and has the qualified manpower to convert their plans in to the reality, however, due to lack of funds which are not forthcoming from its shareholders/members, your Company could not achieve its goals for the benefit of its members.

Therefore, in order to proceed further, your Directors have left with no choice but forfeited the share of all of the defaulting memebrs so that it can be reissued the same to generate the funds for the benefit of your Company.

Listing Agreement

The Company''s securities are listed at the following 4 (four) Stock Exchanges in India:

i) The Delhi Stock Exchange Association Limited (the Regional Stock Exchange)

ii) Pune Stock Exchange Limited

iii) The Stock Exchange, Ahmedabad

iv) Jaipur Stock Exchange Limited

The Annual Listing fee for the Financial Year 2009-2010 is being paid to The Delhi Stock Exchange (The Regional Stock Exchange). As there has been no trading at all during the last several years in the Stock Exchanges viz., Ahmedabad, Pune & Jaipur, thus as a part of cost reduction measures the Company has already proposed to delist its Equity Shares from all or any of these Stock Exchanges.

Share Transfer System & Dematerialization

The Company has an in-house share transfer system. The valid share transfers complete in all respects are registered and returned within a maximum period of one month from the date of receipt. In terms of notification issued by SEBI, the Equity Shares of the Company are already compulsorily under Demat trading for all investors from 31st May, 2001 at CDSL and from 19th June, 2001 at NSDL. Shareholders who are still holding their shares in physical mode are, therefore advised to dematerialize their shareholding as soon as possible to avoid inconvenience in trading. Both NSDL & CDSL have issued ISIN No. - INE574D01010.

Directors'' Responsibility Statement

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

1. That in the preparation of the accounts for the Financial Year 2009-2010, the applicable Accounting Standards have been followed alongwith proper explanation relating to material departures;

2. That the Directors have 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 of the Company for that period.

3. 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 your Company and for preventing and detecting fraud and other irregularities; and

4. That the Directors have prepared the accounts for the Financial Year 2009-2010 on a ''going concern'' basis.

Corporate Governance

As there is no operation the company at present, the Corporate Governance procedures will be implemented in the ensuing years.

Dividend

The Company has not yet started commercial production. Hence, in the absence of profits, no dividend has been recommended for the period under review.

Directors

Pursuant to provisions of Section 256 of the Companies Act, 1956, Shri A.P. Chamoli, Director retires by rotation and does not offer himself for reappointment.

During the year Mrs. Parul Agrawal was appointed as Additional Director and holds upto the date of AGM under Section 260 of the Companies Act, 1956.

Notices under Section 257 of the Companies Act, 1956 have been received from members in respect of Mrs. Parul Agrawal''s candidature for appointment as Director of the Company.

Fixed Deposits

The Company has not accepted any deposit from the public under Section 58A of the Companies Act, 1956 and Rules framed thereunder.

Auditors Report

Auditors observations, as contained in the Auditors'' Report are self explanatory and do not call for any clarification.

Auditors

A notice in terms of Section 190 of the companies Act, 1956 has been received under section 225(1) from Members proposing the appointment of M/s. Shashi K. Garg & Co., Chartered Accountants, as Auditors of the Company. They have given their eligibility certificate in terms of section 224(1B) of the companies Act, 1956.

Personnel

The Statement of particulars of employees as required by Section 217(2A) of the Companies Act, 1956 is not annexed as no employee has drawn remuneration exceeding the limits prescribed under Section 217(2A) of the Companies Act, 1956.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo.

The Company''s present activities are either commercial in nature or manufacturing with manual operations, therefore, do not require Directors'' comment on conservation of energy and technology absorption. Further, there was no foreign currency transaction during the year review.

Appreciation

It is our strong belief that caring for our business constituents has & will go a long way in the progress of the Company and your Directors acknowledge the overwhelming co-operation and assistance received from its Bankers and Government Authorities.

The Directors thanks the Customers, Vendors and Investors for their continued support to your Company''s growth.

The Directors record their appreciates to all employees for their efforts towards achieving their performance.

For and on behalf of the Board of Directors

PLACE : NEW DELHI (YOGESH AGRAWAL)

DATED : 2nd September, 2010 Chairman

 
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