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Directors Report of Gromo Trade & Consultancy Ltd.

Mar 31, 2014

The Members

The Directors present their 41st Annual Report with Audited Statement of Accounts for the year ended on March 31, 2014

Financial Results

Amt In Lacs) Particulars Year Ended Year Ended 31/03/2014 31/03/2013

Income 249.91 11.94

Profit before Dep. & Int. (31.18) 0.62

Depreciation 0.00 0.00

Interest 0.00 0.00

Profit after Depreciation & Interest -31.18 0.62

Provision for Taxation 0.00 0.00

Provision for Tax (deferred) 0.00 0.00

Profit after Tax (31.18) 0.62

Net profit/ (Loss) (31.18) 0.62

Amount Available for Appropriation (31.18) 0.62

Balance carried to Balance Sheet (31.18) 0.62

FINANCIAL HIGHLIGHTS

During the year Company''s total sales including other income is Rs 249.91 lacs as compared to Rs. 11.94 lacs in the previous year and thereby registering an increase of 1993% as compared to the previous year.

DIVIDEND

Your Directors decided to plough back the profit and therefore dividend is not declared.

DIRECTORS

Mr. Dheeraj Shah Promoter Director of the Company is appointed as Managing Director of the Company with effect from 15th May, 2014 for period of five years subject to the approval of shareholders in the ensuing Annual General Meeting.

During the year 2013-14, the Board of Directors appointed Mrs. Sheetal Shah as an Additional Director with effect from 1 October, 2013.. She is being regularized in this Annual General Meeting.

The Board of Directors also appointed Mr. Hetalkumar J. Shah & Mr. Naresh Suresh Gurav as an Additional Director with effect from 15 May, 2014. They are being regularized in this Annual General Meeting.

During the year Mr.Bhupendra Singh Thakur & Mr. Kailash Kahar resigned from directorship as on 1/10/2013 and Mr.Chandresh Kapilmuni Upadhyay, Mr. Arvindkumar Sadashankar Upadhyay & Mr. Suneel Upadhyay Kumar resigned from directorship as on 15/05/2014.The company is thankful for their association.

DEPOSITS

Your company has not accepted any deposits within the meaning of Section 73 of The Companies Act, 2013.

FOREIGN EXCHANGE

There is no inflow and outflow of Foreign Exchange.

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 all material departures.

ii) That 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 at the end of financial year and of the profit of the Company for that period.

iii) 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, 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.

AUDITORS

M/S. R. Soni & Co., Chartered Accountants statutory auditors of the Company retire at the forthcoming Annual General Meting and, being eligible, offer themselves for re-appointment. The Company has received a certificates from them under Section 139 of the Companies Act, 2013.

AUDITORS REPORT

Observations made in the Auditors'' Report are self-explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars under the companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988, on conservation of energy and Technology absorption is not applicable

PARTICULARS OF EMPLOYEE

The information required under section 217(2A) of the Companies Act 1956, read with the Companies (particulars of employees) Rules 1975, forms part of this report - Not applicable.

LISTING OF SHARES

Equity shares of your Company are listed on Bombay Stock Exchange only and the Company has paid the necessary Listing fees for the year 2013 - 2014.

PREFERENTIAL ALLOTMENT

During the year Company has alloted 82,90,000 equity shares at Rs of Rs.10/- each at premium of Rs 2/- on preferential basis to non promoters on 09/11/2013.

During the year Company has alloted 1,48,50,000 equity shares at Rs of Rs.10/- each at premium of Rs 3/- on preferential basis to non promoters on 17/02/2014.

TAKEOVER

During the year Mr. Dheeraj Shah, Director made an Open Offer for acquisition of Equity Shares of Kamalakshi Finance Corporation Ltd ("Target Company" or "KFCL") to acquire 60,68,400 (Sixty Lakhs Sixty Eight Thousand Four Hundred Only) ("Offer Size") Equity Shares of Rs 10/- each at a price of Rs .13.00/- per fully paid up equity shares of the Target Company representing 26.17% of the total issued, subscribed, paid up and voting capital of the Target Company, pursuant to Share Purchase Agreement (SPA) dated December 02, 2013 of the Target Company by Dheeraj B. Shah ("Acquirer"), under Regulation 15(1) & 4 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended ("Regulation").

GREEN INITIATIVE IN CORPORATE GOVERNANCE''

The ministry of corporate Affairs (vide circular nos.17/2011 and 18/2011 dated April 21 and April 29,2011 respectively), has undertaken ''Green initiative in corporate Governance'' and allowed companies to share documents with its shareholders through an electronic mode. Members are requested to support their green initiative by registering/updating their email addresses, in respect of shares held in dematerialised form with their respective depository participants and in respect of shares held in physical form with Purva Share Registry.

CORPORATE GOVERNANCE COMPLIANCE

As required under the listing agreement with the stock exchange, corporate governance and management discussion and analysis report form part of this Annual Report.

ACKNOWLEDGEMENT

The Board of Directors wishes to express sincere thanks to Bankers, Shareholders, clients, Financial Institutions, customers, suppliers and employees of Companies for extending support during the year.

FOR & ON BEHALF OF THE BOARD

PLACE: MUMBAI Sd/- DATED :17/05/2015 Dheeraj Shah Chairman


Mar 31, 2013

Dear Members,

The Directors are pleased to present their Report together with Audited Statement of Accounts on working of the Company for the year ended 31st March, 2013.

1. FINANCIAL RESULT:

Your company has earned Profit of Rs. 61,844/- (Previous Year - Profit Rs. 1,40,234/-) for the year ended 31st March, 2013.

2. DIVIDEND:

The board of director has recommended a dividend of Rs 0.50 per Equity Share for the financial year ended 31st March 2013.

3. EMPLOYEES:

The requirements of reporting on the Disclosures of particulars as per the Companies (Disclosure of particulars in the reportof the Board of Directors), Rules, 1988 are not applicable to the company.

4. AUDITORS:

M/S. Lahoti Navneet & Co., Chartered Accountants retire at the forthcoming Annual General Meeting and R. Soni & Co. Chartered Accountants, Mumbai as the Auditors of the Company to hold the office till the conclusion of next AGM at the Annual General Meeting. The necessary certificate regarding eligibility under section 224 (IB) of the Companies Act, 1956 has also been received by the Company.

5. BOARD OF DIRECTORS:

The directors retire by rotation and being eligible, offers himself for re-appointment.

6. RESPONSIBILITY STATEMENT OF THE BOARD OF DIRECTORS:

In Pursuance of Section 217(2AA) of the Companies Act, 1956, (the Directors state, as an averment of their responsibility that:

i) The Company has in the preparation of Annual Accounts, followed the applicable Accounting Standards along with proper explanations relating to material departures, if any;

ii) The Directors have 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 ended 31st March 2013.

iii) 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 and other irregularities; and

iv) The Directors had prepared the Annual Accounts on a ''going concern'' basis.

7. ACKNOWLEDGEMENTS :-

Yours Directors express their grateful appreciation for the co-opereation received from Bank and shareholders of the company during the year under review.

FOR & ON BEHALF OF THE BOARD

KAMALAKSHI FINANCE CORPRATION LTD.

CHAIRMAN

PLACE: MUMBAI

DATE: 27/05/2013


Mar 31, 2012

The Directors are pleased to present their Report together with Audited Statement of Accounts on working of the Company for the year ended 31st March, 2012.

1. FINANCIAL RESULT

Your company has earned Profit of Rs. 1,40,234/- (Previous Year - Profit Rs. 1,27,750/-) for the year ended 31st March, 2012.

2. DIVIDEND :

The board of director has recommended a dividend of Rs 0.50 per Equity Share for the financial year ended 31st March 2012.

3. EMPLOYEES :

The requirements of reporting on the Disclosures of particulars as per the Companies (Disclosure of particulars in the report of the Board of Directors), Rules, 1988 are not applicable to the company.

4. AUDITORS :

M/S. Ramesh M. Sheth Associates, Chartered Accountants retire at the forthcoming Annual General Meeting and LAHOTI NAVNEET & CO, Chartered Accountants, Mumbai as the Auditors of the Company to hold the office till the conclusion of next AGM at the Annual General Meeting. The necessary certificate regarding eligibility under section 224 (IB) of the Companies Act, 1956 has also been received by the Company.

5 BOARD OF DIRECTORS:

The directors retire by rotation and being eligible, offers himself for re-appointment.

6. RESPONSIBILITY STATEMENT OF THE BOARD OF DIRECTORS :

In Pursuance of Section 217(2AA) of the Companies Act, 1956, (the Directors state, as an averment of their responsibility that:

i) The Company has in the preparation of Annual Accounts, followed the applicable Accounting Standards along with proper explanations relating to material departures, if any;

ii) The Directors have 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 ended 31st March 2012.

iii) 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 and other irregularities; and

iv) The Directors had prepared the Annual Accounts on a ''going concern'' basis.

7. ACKNOWLEDGEMENTS

Yours Directors express their grateful appreciation for the co-operation received from Bank and shareholders of the company during the year under review.

FOR AND ON BEHALF OF THE BOARD

KAMALAKSHI FINANCE CORPRATION LTD.

CHAIRMAN

place: Mumbai

Date: 13/08/2012

 
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