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Directors Report of Gujarat Credit Corporation Ltd.

Mar 31, 2014

The Members,

The Directors are pleased to present the 21 (Twenty First) Annual Report and the Audited Accounts for the financial year ended March 31,2014.

SUMMARY OF THE FINANCIAL RESULTS [Rs. in Lacs]

Particulars 2013-2014 2012-2013

Gross Income 21.08 72.95

Depreciation 2.80 3.71

Profit/Loss after 3.70 39.87 Depreciation

Tax-Current 0.70 32.73

Deferred (0.54) (0.77)

Profit/loss after tax 3.55 7.91

PERFORMANCE

Net Revenue from Operations for the year ended March 31,2014 was at Rs 20.29 Lacs representing a decline of 71.46% per cent over the previous year. Profit before tax for the year was at Rs 3.70 Lacs representing a decl ine of 90.70% per cent over the previous year.

APPROPRIATIONS

DIVIDEND

The Board does not recommend any dividend for the financial year 2013-14.

TRANSFER TO RESERVES

According to Companies (Transfer of Profits to Reserves) Rules, 1975, your Company is not mandatorily required to transfer certain minimum percentage of profits to general reserve and hence the Board has recommended a transfer of Rs. Ni I to the general reserve and an amount of Rs. 3.55 lacs has retained in the profit and loss account.

LISTING OF SHARES

The Company''s share continues to remain listed with the Bombay Stock Exchange

CORPORATE GOVERNANCE

The Company is committed to good corporate governance in line with the Listing Agreement. The Company is in compliance with the provisions on corporate governance specified in the Listing Agreement with the Bombay Stock Exchange Limited.

A certificate of compliance from M/s Pinakin Shah & Co., Ahmedabad, a practicing Company Secretary and the report on Corporate Governance form part of this Directors'' Report.

DIRECTORS

Shri Bahubali Shah (DIN- 00347465) and Shri Amam Shah (DIN- 01617245) retire at the 21st (Twenty First) Annual General Meeting and have offered themselves for re-appointment.

It is also proposed to appoint Shri Vipul Raja (DIN- 00055770), Shri L. A. Patel (DIN- 00227814) and Shri Shriraj Jhaveri (DIN 00038658), as Independent Directors of the Company for a term up to 5 years, at the forthcoming Annual General Meeting.

Necessary Resolutions for the appointment of the aforesaid Directors have been included in the Notice convening the ensuing Annual General Meeting and details of the proposal for appointment of Independrent Directors are mentioned in the explanatory statement to the Notice.

STATUTORY DISCLOSURES:

ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

Particulars required to be furnished by the Companies (Disclosure of particulars in the Report on Board of Directors) Rules 1988: Part A and B pertaining to conservation of energy and technology absorption are not applicable to the Company. However the Company endeavored to conserve energy consumption wherever feasible. The Company has neither used nor earned any foreign exchange during the year under review.

PERSONNEL

The Industrial Relations scenario continued to be cordial. The Company regards its employees as a great asset and accords high priority to training and development of employees.

Information as per Section 217(2A) of the Companies Act, 1956, read with and Companies (Particulars of Employees) Amendment Rules, 2011 is Nil.

CODE OF CONDUCT

The code of conduct for all Board members and senior management of the Company has been laid down and is being complied in words and spirit. The declaration on compliance of code of conduct signed by CEO of the Company is included as a part of this Annual Report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors confirm that:

(a) In the preparation of the annual accounts, the appl icable accounting standards have been fol lowed;

(b) Appropriate accounting policies have been selected and applied consistently and have 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 as at March 31, 2014 and of the profit of the Company for the year ended March 31,2014;

(c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) The annual accounts have been prepared on a going concern basis.

CASH FLOW

A Cash Flow statement for the year ended 31st March, 2014 is attached to the Balance Sheet.

AUDITORS

M/s Hiren K. Shah & Co., Chartered Accountants, Ahmedabad [Membership No. 102820] were appointed as the statutory auditors of the Company for financial year 2013-14 at the Annual General Meeting (ANNUAL GENERAL MEETING) of the Company held on 18/09/2013. M/s Hiren K. Shah & Co., Chartered Accountants, Ahmedabad [Membership No. 102820] have been the Auditors of the Company since financial year 2013-14 and have completed a term of lyear.As per the provisions of section 139 of the Act, no listed company can appointor re-appoint an audit firm as auditor for more than two terms of five consecutive years.

In view of the above, M/s. Hiren K. Shah & Co., Chartered Accountants, Ahmedabad [Membership No. 102820], being eligible for re-appointment, offer themselves for re-appointment and based on the recommendation of the Audit Committee, the Board of Directors proposes their reappointment as the statutory auditors of the Company.

FIXED DEPOSITS

The Company has fixed deposits of Rs 66.03 lacs as on 31/03/2014. The Company does not have any unclaimed or overdue deposits as of date.

INSURANCE

The Company''s assets are adequately insured against major risks MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis has been reviewed by the Audit Committee and the same forms a part of the Annual Report.

ACKNOWLEDGEMENT

The Board appreciates and places on record the contribution made by employees to the sustained satisfactory business performance during the period under review. The Board also places on record their appreciation of the support of all stakeholders particularly shareholders, customers, suppliers, the medical fraternity and business partners, al I of whom have contributed to the Company''s success.

Place: Ahmedabad For and on behalf of the Board Date: 30/07/2014

Amam Shah Shriraj Jhaveri Managing Director Director

Registered Office: 606, Sakar I Opp. Nehru Bridge Ashram Road Ahmedabad 380009. Gujarat, India


Mar 31, 2013

To, The Members of Gujarat Credit Corporation Limited,

The Directors present their Twentieth Annual Report together with the Audited Statement of Accounts of the Company for the year ended on 31st March, 2013.

FINANCIAL RESULTS: (Rs.lnLacs)

Particulars 2012-2013 2011-2012

Gross Income 72.95 4.70

Depreciation 3.71 3.79

Profit/Loss after 39.87 (12.30) Depreciation

Tax-Current 32.73 0

Deferred (0.77) (0.55)

Profit/loss after tax 7.91 (11.75)

OPERATIONS:

The Company has earned Rs 71.12 lacs as project income & Rs 1.84 lacs as other income. The profit of the Company is Rs. 7.91 lacs against loss of Rs.11.75 lacs in the previous year.

APPROPRIATIONS

DIVIDEND

The Board does not recommended any dividend for current.year

TRANSFER TO RESERVES

According to Companies (Transfer of Profits to Reserves) Rules, 1975, your Company is not mandatorily required to transfer certain minimum percentage of profits to general reserve and hence the Board has recommended a transfer of Rs. Nil to the general reserve and an amount of Rs. 7.91 lacs has retained in the profit and loss account.

LISTING OF SHARES

The Company''s share continues to remain listed with the Bombay Stock Exchange.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the listing agreement, a report on corporate governance along with auditors'' certificate of its compliance is included as part of the annual report.

DIRECTORS

The clause 90 of Articles of Association of the Company provides that at least two-thirds of our Directors shall be subject to retirement by rotation. One third of these retiring Directors must retire from office at each Annual General Meeting of the shareholders. Aretiring Director is eligible for re-election.

Shri Bahubali Shah & Shri Shriraj S. Jhaveri, Directors will retire by rotation and being eligible, offer themselves for reappointment. The details of their re-appointment together with nature of their expertise in specific functional and names of the Companies in which they hold office as Director and/or the Chairman/Membership of Committees of the Board, are provided in the notice of the 20th Annual Genera) Meeting.

STATUTORY DISCLOSURES:

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

Particulars required to be furnished by the Companies (Disclosure of particulars in the Report on Board of Directors) Rules1988:

Part A and B pertaining to conservation of energy and technology absorption are not applicable to the Company. However the Company endeavored to conserve energy consumption wherever feasible. The Company has neither used nor earned any foreign exchange during the year under review

PARTICULARS OF EMPLOYEES:

The information as required under Section 217(2A) of the Companies Act. 1956 read with Companies (particulars of employees''amendment) Rules, 1988 as amended from time to time is nil.

CODE OF CONDUCT

The code of conduct for all Board members and senior management of the Company has been laid down and is being complied in words and spirit. The declaration on compliance of code of conduct signed by CEO of the Company is included as a part of this annual report. DIRECTOR''S

RESPONSIBILITY STATEMENT

Pursuant to sub-Section (2AA) of Section 217 of Companies Act''1956 the Board of Directors of the Company hereby State and confirm that:

In preparation of Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

The Directors had selected sucb accounting policies and applied them - consistently 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 end of the financial year and of the profit or loss of the company for that period;

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;

The Directors had prepared the annual accounts on a going concern basis.

CASHFLOW

A Cash Flow statement for the year ended 31 st March 2013 is attached to the Balance Sheet.

AUDITORS AND AUDITORS'' REPORT

The present Auditors M/s. Parikh Mehta & Associates, Chartered Accountant, Vadodara, have intimated the Company in writing of their unwillingness to be re-appointed as Auditor of the Company from FY. 2013-14. It is proposed to appoint M/s Hiren K. Shah & Co. Chartered Accountants, Ahmedabad, as Auditor to holds office until the conclusion of the 21st Annual General Meeting. The Company has received certificate from the Auditors'' to the effect that the reappointment if made, would be within prescribed limit under Section 224 (1-B) of the Companies Act, 1956.

FIXED DEPOSITS

The Company has not accepted any deposits from the public.

INSURANCE

The Company''s assets are adequately insured against major risks.

ACKNOWLEDGMENTS

The Board expresses their appreciation for continued co-operation and support extended to the Company by bankers, employees & shareholders.

Place: Ahmedabad For and on behaif of the Board of Directors

Date-18/07/2013

Registered Office: AmamShah Shriraj Jhaveri

606, Sakari,Ashram Road, Managing Director Director

Ahmedabad-380 009


Mar 31, 2010

The Directors presents their Seventeenth Annual Report together with the Audited Statement of Accounts of the Company for the year ended on 31st March, 2010.

FINANCIAL RESULTS:

Particulars 2009-10 (Rs In Lacs) 2008-09 (Rs in lacs)

Profit/Loss for the year (38.65) 8.21

Profit/Loss braught forward from previous year 196.47 188.26

Profit/Loss carried to Balance Sheet 158.04 196.47

OPERATIONS:

The company has earned Rs 13.51 lacs from development of real estate.

CODE OF CONDUCT

The code of conduct for all Board members and senior management of the Company has been laid down and is being complied in words and spirit. The declaration on compliance of code of conduct signed by CEO of the Company is included as a part of this annual report.

CORPORATE GOVERNANCE CLAUSE 49

Pursuant to clause 49 of the listing agreement, a report on corporate governance along with auditors certificate of its compliance is included as part of the annual report.

DIRECTORS:

Shri Bahubali S Shah and Shri Vipul H Raja, Directors will retire by rotation and being eligible, offer themselves for reappointment.

AUDITORS AND AUDITORS REPORT:

The Auditors M/s. Parikh Mehta & Associates, Chartered Accountants, Ahmedabad holds office until the conclusion of the ensuing Annual General Meeting and is recommended for reappointment for the year 2010-2011. The Company has received certificate from the Auditors to the effect that the reappointment if made, would be within prescribed limit under Section 224 (1- B) of the Companies Act, 1956.

The notes at schedule 7 are self-explanatory and do not require further clarifications.

FIXED DEPOSITS:

The Company has not accepted any deposits from the public.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Particulars required to be furnished by the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1988:

Part A and B pertaining to conservation and technology absorption is not applicable to the Company. However the Company endeavored to conserve energy consumption wherever feasible.

The Company has neither used nor earned any foreign exchange during the year under review.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to sub-Section (2AA) of Section 217 of Companies Act1956 the Board of Directors of the Company hereby State and confirm that:

- in preparation of Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

- the Directors had selected such accounting policies and applied them consistently 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 end of the financial year and of the profit or loss of the company for that period;

- 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;

- the Directors had prepared the annual accounts on a going concern basis.

PARTICULARS OF EMPLOYEES:

The information as required under Section 217(2A) of the Companies Act.1956 read with Companies (particulars of employees amendment) Rules, 1988 as amended from time to time is nil.

ACKNOWLEDGEMENTS

The Board expresses their appreciation for continued co-operation and support extended to the company by Bankers, employees & shareholders.

Place: Ahmedabad For and on behalf of the Board of Directors

Date: 30/06/2010

Registered office: Bahubali Shah

606, Sakar I, Ashram Road, Chairman

Ahmedabad- 380 009.



 
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