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Directors Report of Indian Bright Steel Company Ltd.

Mar 31, 2014

To, the Members,

The Directors have pleasure in presenting the 53rd Annual Report together with the Audited Accounts of the Company for the year ended March 31, 2014.

1. FINANCIAL RESULTS

Your Company''s performance for the financial year ending 31st March 2014 is stated below:

For the Current For the previous year ended on year ended on 31st March 2014 31st March 2013 rs rs

Profit / (Loss) before Depreciation/adjustment 47,186 5,92,801

Less: Depreciation/prior period adjustment 00 12,62,375.00

Less: Short prov. for IT for earlier years w/off 0.00 00

Less: Net current tax expense 17652 50000.00

Net Profit/(Loss) for the year 80,283 (7,19,574.00)

Add: Losses brought down from earlier year (65,47,908) (58,28,334.00)

Balance Losses carried to Balance Sheet (64,67,625) (65,47,908.00)

2. WORKING

All efforts are being made by the management to revive the company''s business activities.

3. DIVIDEND

Your directors do not recommend any dividend in view of the accumulated loss.

4. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 217 (2AA) of the Companies Act, 1956 after due enquiry and on the basis of the information from operating management and relying upon the report of the Auditors, regarding compliance with Accounting Standards, the Directors confirm:

i) that in the preparation of the annual accounts, 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 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 or loss of the company for that period;

iii) that the directors have 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;

iv) that the directors have prepared the annual accounts on a going concern basis.

5. DIRECTORS:

During the period under review there was no change in the directorship.

None of the directors are disqualified from being appointed or from holding office as Directors, as stipulated under section 274 of the Companies Act, 1956.

6. AUDITORS:

M/s Desai Associates, Chartered Accountants, Mumbai, the Statutory Auditors of the Company, will retire at the ensuing Annual General Meeting of the Company and being eligible offers themselves for re-appointment.

The Board recommends their re-appointment as Statutory Auditors of the Company subject to the approval of the members to hold the office from the ensuing Annual General Meeting until the conclusion of the next Annual General Meeting of the Company at such remuneration as may be agreed to between the Board of Directors and the Auditors of the Company.

The Company has received a certificate from the proposed auditor to the effect that their appointment, if made, would be within the prescribed limits under section 224 (1B) of the Companies Act, 1956.

7. PARTICULARS OF ENERGY CONSUMPTION, RESEARCH AND DEVELOPMENT AND FOREIGN EXCHANGE EARNINGS AND OUTGOINGS:

As required under 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 the relevant information is given below;

CONSERVATION OF ENERGY

The matters relating to the above are not applicable to the Company.

The Company''s operations involve low energy consumption. Wherever possible, energy conservation measures are being implemented.

RESEARCH AND DEVELOPMENT

The Company has no specific Research and Development programme.

FOREIGN EXCHANGE EARNINGS/OUTGOINGS

During the year the Company has not undertaken any foreign exchange transaction.

8. PARTICULARS OF EMPLOYEES:

During the year under review the Company had no employee whose particulars are required to be mentioned pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the rules there under.

9. LISTING AGREEMENT COMPLIANCE:

The Company''s securities are listed at The Bombay Stock Exchange, Mumbai. The outstanding listing fee payable to the stock exchange for the year ended 31st March, 2014 is Nil.

10. APPRECIATION:

Your Directors would like to place on record their sincere thanks for the co-operation and support received from various agencies of the Government as also from the Company''s Bankers, Shareholders, other business associates and the Company officials.

For & On behalf of the Board

Manubhai Parekh Director

Ashish Deora Director

Place: Mumbai Date: 30th April, 2014


Mar 31, 2012

The Directors have pleasure in presenting the 51st Annual Report together with the Audited Accounts of the Company for the year ended March 31,2012.

1. FINANCIAL RESULTS

Your Company's performance for the financial year ending 31st March 2012 is stated below:

For the Current For the previous year ended on year ended on 31st March 31st March 2012 [Rs] 2011 [Rs] Profit / (Loss) before Depreciation/adjustment (1,69,247) (5,79,089)

Less: Depreciation/prior period adjustment 0.00 0.00

Less: Short prov. For IT for earlier years w/off 0.00 0.00

Net Profit/(Loss) for the year (1,69,247) (5,79,089)

Add: Losses brought down from earlier year (59,97,581) (54,18,492)

Balance Losses carried to Balance Sheet (58,28,334) (59,97,581)

2. WORKING

Al efforts are being made by the management to revive the company's business activities.

3. DIVIDEND

Your directors do not recommend any dividend in view of the accumulated loss.

4. DIRECTORS

During the period under review there was no change in the directorship.

None of the directors are disqualified from being appointed or from holding office as Directors, as stipulated under section 274 of the Companies Act, 1956.

5. COMPANY SECRETARY

Mr. Subrat Shuma who was appointed as Company Secretary of the Company with effect from T* June, 2011 had resigned and his resignation was accepted with effect from 31a March, 2012.

Ms. Abhiasha Dubey has been appointed as Company Secretary of the Company with effect from 2nd May, 2012.

6. PARTICULARS OF EMPLOYEES

During the year under review the Company had no employee whose particulars are required to be mentioned pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the rules there under.

7. AUDITORS

M/s Desai Associates, Chartered Accountants, Mumbai, the Statutory Auditors of the Company, will retire at the ensuing Annual General Meeting of the Company and being eligible offers themselves for re-appointment.

The Board recommends their re-appointment as Statutory Auditors of the Company subject to the approval of the members to hold the office from the ensuing Annual General Meeting until the conclusion of the next Annual General Meeting of the Company at such remuneration as may be agreed to between the Board of Directors and the Auditors of the Company.

The Company has received a certificate from the proposed auditor to the effect that their appointment, if made, would be within the prescribed limits under section 224 (1B) of the Companies Act, 1956.

8. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, 1956 after due enquiry and on the basis of the information from the operating management and relying upon the report of the Auditors, regarding compliance with Accounting Standards, the Directors confirm that;

a. in the preparation of the annual accounts, the applicable accounting standards have been followed along with appropriate explanation relating to material departures.

b. the accounting policies have been consistently applied and are reasonable and prudent judgments and estimates have been made so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that year.

c. proper and sufficient care has been taken 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 annual accounts have been prepared on a going concern basis

9. PARTICULARS OF ENERGY CONSUMPTION, RESEARCH AND DEVELOPMENT AND FOREIGN EXCHANGE AND OUTGOINGS

As required under 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 the relevant information is given below;

CONSERVATION OF ENERGY

The Company's operations involve low energy consumption. Wherever possible, energy conservation measures are being implemented.

RESEARCH AND DEVELOPMENT

The Company has no specific Research and Development Programme.

FOREIGN EXCHANGE EARINGS/OUTGOINGS.

During the year the Company has not undertaken any foreign exchange transaction.

10. LISTING AGREEMENT COMPLIANCE

The Company's securities are listed at The Bombay Stock Exchange, Mumbai. The outstanding listing fee payable to the stock exchange for the year ended 31M March, 2012 is Nil.

11. DEMATRIALISATION

The Company's shares are dematrialised both with NSDL and CDSL (ISIN: INE566M01017. Those members who hold the shares in physical form are requested to dematerialize their shares.

12. ACKNOWLEGEMENT

Your Directors would like to place on record their sincere thanks for the co-operation and support received from various agencies of the. Government as also from the Company's Bankers, Shareholders, other business associates and the Company officials.

For & On behalf of the Board

Manubhai Kalidas Parekh

Chairman

Avinash Jajodia

Director

Place: Mumbai

Date: 23th May, 2012


Mar 31, 2011

To, the Members,

The Directors have pleasure in presenting the 50th Annual Report together with the Audited Accounts of the Company for the year ended March 31, 2011.

1. FINANCIAL RESULTS

Your Company's performance for the financial year ending 31 st March 2011 is stated below:

For the Current For the previous year ended on year ended on 31st March 2011 31st March 2011

Profit / (Loss) before Depreciation/adjustment (5,79,089) 3,19,654)

Less: Depreciation/prior period adjustment 0.00 0.00

Less: Short prov. For IT for earlier years w/off 0.00 0.00

Net Profit/(Loss) for the year (5,79,089) (3,19,654)

Add: Losses brought down from earlier year (54,18,492) (50,98,838)

Balance Losses carried to Balance (59,97,581) (54,18,492) Sheet

2. WORKING

All efforts were made by the management to revive the company's business activities. But due to paucity of funds no progress was made.

3. PARTICULARS OF EMPLOYEES

During the year under review the Company had no employee whose particulars are required to be mentioned pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the rules there under.

4. AUDITORS

The Company has received resignation letter dated 30th April, 2011 from the Statutory Auditors M/s A. J.Mehta & Associates. The Board will consider the matter of resignation at its next meeting.

5. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, 1956 after due enquiry and on the basis of the information from the operating management and relying upon the report of the Auditors, regarding compliance with Accounting Standards, the Directors confirm that;

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with appropriate explanation relating to material departures.

b. the accounting policies have been consistently applied and are reasonable and prudent judgments and estimates have been made so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that year.

c. proper and sufficient care has been taken 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 annual accounts have been prepared on a going concern basis

6. PARTICULARS OF ENERGY CONSUMPTION, FOREIGN EXCHANGE AND OUTGOINGS

As required under 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 the relevant information is given below;

CONSERVATION OF ENERGY

The Company's operations involve low energy consumption. Wherever possible, energy conservation measures are being implemented.

RESEARCH AND DEVELOPMENT

The Company has no specific Research and Development Programme.

FOREIGN EXCHANGE EARINGS/OUTGOINGS.

During the year the Company has not undertaken any foreign exchange transaction.

7. LISTING AGREEMENT COMPLIANCE

The Company's securities have been re-listed with effect from 7th December, 2010 at Bombay Stock Exchange, Mumbai. The outstanding listing fee payable to the stock exchange for the year ended 31a March, 2011 is Nil.

8. COMPLIANCE CERTIFICATE

In accordance with requirement of Section 383A of the Companies Act, 1956, Certificate from a Practising Company Secretary, is enclosed certifying that all secretarial compliance in respect of the Company for the year ended March 31, 2011 have been complied with and marked as Annexure - 'A'

9. Open offer was made by public announcement on 19/01/2011 by Vitesse Telecom Pvt Ltd having its registered office at Mumbai for acquiring upto 1,29,000 equity shares of Rs. 10/- each aggregating upto 20% of the paid up and voting share capital of the Company at a price of Rs.5/- per share. The open offer opened on 1st April, 2011 and closed on 20thApril,2011. The acquirer acquired 1,26,412 shares constituting 19.60% of the equity capital in addition to 1,37,100 shares acquired through MOU constituting 21.26% both aggregating to 40.86% of the equity share capital of the Company.

9. ACKNOWLEDGEMENT

Your Directors would like to place on record their sincere thanks for the co-operation and support received from various agencies of the Government as also from the Company's Bankers, Shareholders and other business associates.

For & On behalf of the Board

Alok Jajodia Chairman

Place: Mumbai Date: 30th April, 2011


Mar 31, 2010

The Directors have pleasure in presenting the 49th Annual Report together with the Audited Accounts of the Company for the year ended March 31, 2010.

1. FINANCIAL RESULTS

Your Companys performance for the financial year ending 31st March 2010 is stated below:

For the Current For the previous

year ended on year ended on

31st March 2010 31st March 2009

Profit / (Loss) before Depreciation/adjustment (3,19,654) (3,64,007)

Less: Depreciation/prior period adjustment 0.00 0.00

Less: Short prov. For IT for earlier years w/off 0.00 0.00

Net Profit/(Loss) for the year (3,19,654) (3,64,007)

Add: Losses brought down from earlier year (50,98,838) (47,34,831)

Balance Losses carried to Balance Sheet (54,18,492) (50,98,838)

2. WORKING

All efforts were made by the management to revive the companys business activities. But due to paucity of funds no progress was made.

3. DIRECTORS

With profound sorrow and grief, the Directors report the sad demise of Shri S. B. Gaud on 22nd February 2010. Your Directors place on record their deep appreciation of the services rendered by him during his tenure.

In accordance with the requirements of the Companies Act, 1956 and the Articles of Association of the Company, Shri Avishek Himatsinghka and Shri Tushar Dave retire by rotation, and being eligible offer themselves for re-appointment.

None of the directors are disqualified from being appointed or from holding office as Directors, as stipulated under section 274 of the Companies Act, 1956.

4. SHIFTING OF REGISTERED OFFICE

The Registered Office of the Company was shifted from Majiwade, Kapurbawdi, Mumbai- Agra Road, Thane-400607 to 19/579 Vartak Nagar Om Sai Co- Op Hsg. Soc. Ltd. Ground floor, Vartak Nagar, Thane (West)-400606 with effect from 1st July, 2009.

5. PARTICULARS OF EMPLOYEES

During the year under review the Company had no employee whose particulars are required to be mentioned pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the rules there under.

6. AUDITORS

M/s. A. J. Mehta & Associates, Chartered Accountants present auditors of the Company retire at the forthcoming Annual General Meeting and being eligible, offer themselves for re-appointment. The Company has received a letter from the retiring Auditors to the effect that their appointment, if carried out, would be within the prescribed limits under Section 224(1B) of the Companies Act, 1956 Members are requested to appoint them as Auditors.

7. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, 1956 after due enquiry and on the basis of the information from the operating management and relying upon the report of the Auditors, regarding compliance with Accounting Standards, the Directors confirm that ;

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with appropriate explanation relating to material departures.

b. the accounting policies have been consistently applied and are reasonable and prudent judgments and estimates have been made so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that year.

c. proper and sufficient care has been taken 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 annual accounts have been prepared on a going concern basis

8. PARTICULARS OF ENERGY CONSUMPTION, FOREIGN EXCHANGE AND OUTGOINGS

As required under 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 the relevant information if given below;

CONSERVATION OF ENERGY

The Companys operations involve low energy consumption. Wherever possible, energy conservation measures are being implemented.

RESEARCH AND DEVELOPMENT

The Company has no specific Research and Development Programme.

FOREIGN EXCHANGE EARINGS/OUTGOINGS.

During the year the Company has not undertaken any foreign exchange transaction.

9. LISTING AGREEMENT COMPLIANCE

The Companys securities are listed at, The Bombay Stock Exchange, Mumbai. The outstanding listing fee payable to the stock exchange as on March 31, 2010 was ? Nil.

10. COMPLIANCE CERTIFICATE

In accordance with requirement of Section 383A of the Companies Act, 1956, Certificate from a Practising Company Secretary, is enclosed certifying that all secretarial compliance in respect of the Company for the year ended March 31, 2010 have been complied with and marked as Annexure - ‘A

11. ACKNOWLEDGEMENT

Your Directors would like to place on record their sincere thanks for the co-operation and support received from various agencies of the Government as also from the Companys Bankers, Shareholders and other business associates.

For & On behalf of the Board



Alok Jajodia

Chairman

Place: Mumbai

Date: 31st July 2010

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