Mar 31, 2015
Dear Members,
The Directors have pleasure in presenting the Twenty Fifth Annual
Report and the Audited Accounts for the year ended 31st March, 2015.
FINANCIAL RESULTS
(Rupees in Lacs)
2014 - 2015 2013 - 2014
Total Income 97.54 34.86
Expenditure (72.69) (33.96)
24.85 0.90
Non - Cash Charges 1.28 1.35
Profit/(Loss) Before Tax 23.57 (0.45)
Tax Expense 0.87 -
Profit /(Loss) After Tax 22.70 (0.45)
No amount has been transferred to 'Reserves'; and no material change or
commitment has occurred after he close of the Financial Year 2014-15
till the date of this Report, which affects the financial position of
the Company.
OPERATIONS
The Company is categorized as B group NBFC "Non-Public Deposit
Accepting Company by the Reserve Bank of India. During the year under
report, the Company did not transact any hire purchase and/or leasing
business. The Company continued to engage in its wealth/assets
management business; and investments in shares & stocks, mutual funds,
fixed deposits etc., and consultancy & advisory services. The Company
is, however, constantly looking for suitable business opportunities to
engage in and enhance its revenues.
The overall running of the Company's affairs/operations has been highly
satisfactory (as evidenced by the financial results), resulting in
higher revenues and profitability.
DEPOSITS
The Company has not accepted any fixed deposits during the period under
report; and the fixed deposits, as at the end of the year 31.03.2015,
stood at Rupees Nil.
AUDITORS REPORT
The obervations of the Auditors are self-explanatory; and therefore
donot call for any further comment/s. Auditors have neither made any
adverse remarks nor have reported any fraud under Section 143(12) of the
Companies Act, 2013.
DIVIDEND
Due to the past losses and with a view to conserve resources, the Board
of Directors do not recommend declaration of any dividend for the year
ended 31st March, 2015.
DIRECTORS
Mr. Tarun Vohra retires by rotation at the ensuing Twenty Fifth Annual
General Meeting and, being eligible, offers himself for reappointment.
The Directors recommend his re-appointment, which would enable the
Company to obtain his continued valuable guidance in the conduct of the
Company's affairs.
Mr. Sushil Kumar Vohra retires by rotation at the ensuing twenty Fifth
Annual General Meeting and, being eligible, offers himself for
re-appointment. The Directors recommend his re-appointment, which would
enable the Company to obtain his continued valuable guidance in the
conduct of the Company's affairs.
INDEPENDENT DIRECTORS
In accordance with the applicable provisions of the Companies Act,
2013, and the rules framed thereunder, a woman Director--Mrs. Saroj
Bhandari--had been appointed by the Board of Directors of the Company
as independent director on 28th March, 2015. She is to be appointed as
an independent director for a period of five consecutive years at the
ensuing Annual General Meeting. The Directors recommend her
appointment.
AUDITORS
In accordance with the Companies Act 2013, the statutory auditors of
the Company, M/s H.K. Dua & Co., Chartered Accountants, New Delhi, were
appointed as statutory auditors of the Company for a period of five
years at Twenty Fourth Annual General Meeting and their re-appointment
to be ratified every year.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
The Company is not being a manufacturing Company therefore conservation
of energy & technology absorption is not applicable. The Company has
neither earned nor expended any foreign exchange.
DECLARATION OF INDEPENDENT DIRECTORS
All Independent Directors have given declaration that they meet the
criteria of independence as provided under Section 149 of the Act and
theListing Agreement.
AUDIT COMMITTEE
An Audit Committee had been constituted, consisting of the following
directors of the Company:
1. Shri Neeraj Kumar Goel - Chairman
2. Shri T.S. Sridharan
3. Shri Tarun Vohra
SECRETARIAL AUDIT REPORT
Secretarial Audit Report for the financial yer ended 31st March, 2015,
pursuant to Section 204(1) of the Companies Act, 2013 and the rules
framed thereunder and obtained from the practising company secretary is
annexed with this report. It does not call for any comments.
PAYMENT OF LISTING FEE
The annual listing fee for the year under review has been paid to The
Bombay Stock Exchange Limited, Mumbai for the financial year 2015-16.
DEMAT OF COMPANY'S EQUITY SHARES
In compliance with the Sebi's requirements and guidelines, the Company
has appointed M/s Alankit Assignements Limited., 2-E/ 21, Jhandewalan
Extension, New Delhi-110055 as Registrar and Share Transfer Agent.
National Securities Depository Limited (NSDL) and Central Depository
Services (India) Ltd. (CDSL) have been appointed for the purpose of
demat of the equity shares of the Company and connectivity with them
has been established.
SHARE CAPITAL
During the year under report, there has been no change in the
authorised, subscribed and paid-up share capital of the Company.
BOARD MEETING
There were seven (7) meettings of the Board of Directors held during
the year.
EXTRACT OF ANNUAL RETURN
Extract of the Annual Return in Form No. MGt-9 is attached as Annexure
'A'.
INTERNAL FINANCIAL CONTROLS
The Company has adequate internal financial controls consistent with
the nature of business and size of operations, to effectively provide
for safety of its assets, reliability of financial transactions with
adequate checks and balances, adherence to applicable statutes,
accounting policies, approval procedures and to ensure optimum use of
available resources. These systems are reviewed and improved on regular
basis by the management as well as by the internal auditors appointed
by the Company.
CORPORATE GOVERNANCE
The compliance of clause 49 of the Listing Agreement isnot
mandatory/applicable; and therefore, the information required there
under has not been incorporated in the Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Provisions in regard to Corporate Social Responsibility (CSR) are not
applicable to the Company.
VIGIL MECHANISM FOR DIRECTORS/EMPLOYEES
This clause is not applicable to the Company.
POLICY AND REMUNERATION COMMITTEE-MANAGERIAL REMUNERATION
None of the Directors of the Company are being paid any remuneration;
and therefore, no committee has been constituted for this purpose, nor
any policy for remunerating the directors has been framed.
ANNUAL EVALUATION -- BOARD AND ITS COMMITTEE/S
The performance of the Board and of each committee has been evaluated
by its members and found to be satisfactory.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION
186......................... None
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
Form No. AOC-2 is attached as Annexure 'B'
RISK MANAGEMENT
The Company has appropriate risk management policy commensurate with
the size of the Company.
PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE
The Company has no female employee nor does it have any public dealing;
and therefore, there is no requirement to have in place anymehanism for
prevention of sexual harassment.
DIRECTORS' RESPONSIBILITY STATEMENT
In terms of the Directors' Responsibility Statement referred to in
clause (c) of sub-section (3) of Section 134 of the Companies Act,
2013, the Directors confirm 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 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 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 irreggularities;
d) the directors had prepared the annual accounts on a going concern
basis; and
e) being a listed company, the directors 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.
ACKNOWLEGEMENT
Your Directors wish to convey their grateful thanks and appreciation of
the support, assistance and co-operation extended to the Company by the
employees, the members and/ or the associates.
By Order of the Board of Directors,
Place : New Delhi
Dated : 11th August, 2015 Chairman
Registered Office :
32, Regal Building,
Sansad Marg,
New Delhi - 110 001
Mar 31, 2014
Dear Members,
The Directors have pleasure in presenting the Twenty Fourth Annual
Report and the Audited Accounts for the year ended 31st March, 2014.
FINANCIAL RESULTS
(Rupees in Lacs)
2013-2014 2012-2013
Total Income 34.86 41.25
Expenditure (33.96) (66.45)
0.90 (25.20)
Non - Cash Charges 1.35 2.79
Profit/(Loss) Before Tax (0.45) (27.99)
Assets Discarded/Written Off - 27.80
Profit/(Loss) After Tax (0.45) (55.79)
OPERATIONS
The Company is catagorized as B group NBFC "Non-Public Deposit
Accepting Company" by the Reserve Bank of India. During the year under
report, the Company did not transact any hire purchase and/or leasing
business. The Company continued to engage in its wealth/assets
management business; and investments in shares & stocks, mutual funds,
fixed deposits etc., and consultancy & advisory services. Market
conditions, however, continued to be adverse, thereby affecting the
Company''s results and the valuations.
DEPOSITS
The Company has not accepted any fixed deposits during the period under
report; and the fixed deposits, as at the end of the year stood at
Rupees Nil.
AUDITORS REPORT
The observations of the Auditors are self - explanatory; and therefore
do not call for any further comments/s.
DIVIDEND
Due to the past losses and with a view to conserve resources, the Board
of Directors do not recommend declaration of any dividend for the year
ended 31 st March, 2014.
DIRECTOR
Shri Pankaj Vohra and retires by rotation at the ensuing Twenty Fourth
Annual General Meeting and, being eligible, offers himself for
re-appointment. The Directors recommend his re- appointment, which
would enable the Company to obtain his continued valuable guidance in
the conduct of the Company''s affairs.
INDEPENDENT DIRECTORS
In accordance with the Companies Act, 2013, Shri T.S. Sridharan and
Shri Neeraj Kumar Goel are to be appointed as independent directors for
a period of five consecutive years at the ensuing Annual General
Meeting. The Directors recommend their appointment, which would enable
the Company to obtain their continued valuable guidance in the conduct
of the Company''s affairs.
AUDITORS
In accordance with the Companies Act 2013, the statutory auditors of
the Company, M/s H.K. Dua & Co., Chartered Accountants, New Delhi, are
to be appointed as statutory auditors of the Company for a period of
five years at the conclusion of the ensuing Annual General Meeting and
their re-appointment to be ratified later, every year.
ADDITIONAL / STATUTORY INFORMATION
During the year no employee, whether employed for the whole year or
part of the year, was drawing remuneration exceeding the limits as laid
down under Section 217 of the Companies Act, 1956. The Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules, 1988 require the disclosure of particulars regarding
Conservation of Energy in Form - A and Technology Absorption in Form -
B prescribed by the Rules. The Company, not being a manufacturing
Company, is advised that the requirements of Forms - A & B are not
applicable to the Company.
AUDIT COMMITTEE
Pursuant to the changes made in the Companies (Amendment) Act, 2000, an
Audit Committee had been constituted, consisting of the following
directors of the Company:
1. Shri Neeraj Kumar Goel - Chairman
2. Shri T.S. Sridharan
3. Shri Tarun Vohra
CORPORATE GOVERNANCE
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance is enclosed as annexure to this report. Auditor''s
Certificate on Compliance of Corporate Governance is also annexed with
this report.
COMPLIANCE CERTIFICATE
Compliance Certificate in terms of Section 383A of the Companies Act,
1956 obtained from the practising company secretary is annexed with
this report. It does not call for any comments.
PAYMENT OF LISTING FEES
The annual listing fee for the year under review has been paid to The
Bombay Stock Exchange Limited, Mumbai for the financial year 2014-15.
DEMAT OF COMPANY''S EQUITY SHARES
In compliance with the Sebi''s requirements and guidelines, the Company
has appointed M/s Alankit Assignements Limited., 2E/ 21, Jhandewalan
Extension, New Delhi - 110055 as Registrar and Share Transfer Agent.
National Securities Depository Limited (NSDL) and Central Depository
Services (India) Ltd. (CDSL) have been appointed for the purpose of
demat of the equity shares of the Company and connectivity with them
has been established.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Directors confirm:
1. That in the preparation of annual accounts, the applicable
accounting standards have been followed.
2. That the Directors have selected such accounting policies and have
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
loss 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
the Company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the annual accounts on a
going-concern basis.
ACKNOWLEGEMENT
Your Directors wish to convey their grateful thanks and appreciation of
the support, assistance and co-operation extended to the Company by the
employees, the members and/or the associates.
By Order of the Board of Directors,
Place: New Delhi
Dated :30th August, 2014 Director
Registered Office:
32, Regal Building,
Sansad Marg,
New Delhi-110 001
Mar 31, 2013
The Directors have pleasure in presenting the Twenty Third Annual
Report and the Audited Accounts for the year ended 31st March, 2013.
FINANCIAL RESULTS
(Rupees in Lacs)
2012-2013 2011-2012
Total Income 41.25 (1.20)
Expenditure (66.45) (19.06)
(25.20) (20.26)
Non - Cash Charges 2.79 2.88
Profit/(Loss) Before Tax (27.99) (23.14)
Assets DiscardedAVritten Off 27.80 6.09
Profit/(Loss) After Tax (55.79) (29.23)
OPERATIONS
The Company is catagorized as B group NBFC "Non-Public Deposit
Accepting Company" by the Reserve Bank of India. During the year under
report, the Company did not transact any hire purchase and/or leasing
business. The Company continued to engage in its wealth/assets
management business; and investments in shares & stocks, mutual funds,
fixed deposits etc., and consultancy & advisory services. Market
conditions, however continued to be adverse, thereby affecting the
Company''s results and the valuations.
DEPOSITS
The Company has not accepted any fixed deposits during the period under
report; and the fixed deposits, as at the end of the year stood at
Rupees Nil.
AUDITORS REPORT
The observations of the Auditors are self - explanatory; and therefore
do not call for any further comment/s.
DIVIDEND
Due to the past losses and with a view to conserve resources, the Board
of Directors do not recommend declaration of any dividend for the year
ended 31st March, 2013.
DIRECTORS
Shri Tarun Vohra and Shri N.K. Goel retire by rotation at the ensuing
Twenty Third Annual General Meeting and, being eligible, offer
themselves for reappointment. The Directors recommend their
reappointment, which would enable the Company to obtain their continued
valuable guidance in the conduct of the Company''s affairs.
AUDITORS
The Company''s auditors, M/s H.K. Dua & Co., Chartered Accountants,
retire at the conclusion of the ensuing Twenty Third Annual General
Meeting and are eligible for reappointment.
ADDITIONAL / STATUTORY INFORMATION
During the year no employee, whether employed for the whole year or
part of the year, was drawing remuneration exceeding the limits as laid
down under Section 217 of the Companies Act, 1956 The Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules, 1988 require the disclosure of particulars regarding
Conservation of Energy in Form - A and Technology Absorption in Form -
B prescribed by the Rules. The Company, not being a manufacturing
Company, is advised that the requirements of Forms - A & B are not
applicable to the Company.
AUDIT COMMITTEE
Pursuant to the changes made in the Companies (Amendment) Act, 2000, an
Audit Committee had been constituted, consisting of the following
directors of the Company:
1. Shri Neeraj Kumar Goel-Chairman
2. Shri T.S. Sridharan
3. Shri Tarun Vohra
CORPORATE GOVERNANCE
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance is enclosed as annexure to this report. Auditor''s
Certificate on Compliance of Corporate Governance is also annexed with
this report.
COMPLIANCE CERTIFICATE
Compliance Certificate in terms of Section 383A of the Companies Act,
1956 obtained from the practising company secretary is annexed with
this report. It does not call for any comments.
PAYMENT OF LISTING FEES
The annual listing fees for the year under review have been paid to The
Bombay Stock Exchange Limited, Mumbai for the financial year 2013-14.
DEMAT OF COMPANY''S EQUITY SHARES
In compliance with the Sebi''s requirements and guidelines, the Company
has appointed M/s Alankit Assignments Limited., 2 E/21, Jhandewalan
Extension, New Delhi - 110055 as Registrar and Share Transfer Agent.
National Securities Depository Limited (NSDL) and Central Depository
Services (India) Ltd. (CDSL) have been appointed for the purpose of
demat of the equity shares of the Company and connectivity with them
has been established.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Directors confirm :
1. That in the preparation of annual accounts, the applicable
accounting standards have been followed.
2. That the Directors have selected such accounting policies and have
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
loss 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
the Company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the annual accounts on a
going-concern basis.
ACKNOWLEGEMENT
Your Directors wish to convey their grateful thanks and appreciation of
the support, assistance and co-operation extended to the Company by the
employees, the members and/or the associates.
By Order of the Board of Directors,
Place: New Delhi
Dated :31st August, 2013 Director
Registered Office :
32, Regal Building,
Sansad Marg,
New Delhi-110 001
Mar 31, 2012
The Directors have pleasure in presenting the Twenty Second Annual
Report and the Audited Accounts for the year ended 31st March, 2012.
FINANCIAL RESULTS
(Rupees in Lacs)
2011-2012 2010-2011
Total Income 1.20 129.94
Expenditure (19.06) 111.12
(20.26) 18.82
Non - Cash Charges 2.88 2.88
Profit/(Loss) Before Tax (23.14) 15.94
Debtors/Tax/Mat of earlier years 6.09 15.00
Profit/(Loss) After Tax (29.23) .94
OPERATIONS
The Company is catagorised as B group NBFC "non-public deposit
accepting company" by the Reserve Bank of India. During the year under
report, the Company did not transact any hire purchase and/or leasing
business. The Company continued to engage in its wealth/assets
management business, and investments in shares & stocks, mutual funds,
fixed deposits etc., and consultancy & advisory services. Market
conditions continued to be adverse, thereby affecting the Company's
results and the valuations. The Company is continuously looking for
opportunities in profitable avenues, though in difficult competitive
market scenario.
DEPOSITS
The Company has not accepted any fixed deposits during the period under
report; and the fixed deposits, as at the end of the year stood at
Rupees Nil.
AUDITORS REPORT
The observations of the Auditors are self - explanatory, and therefore
do not call for any further comment/s.
DIVIDEND
Due to the past losses and with a view to conserve resources, the Board
of Directors do not recommend declaration of any dividend for the year
ended 31st March, 2012.
DIRECTORS
Shri Sushil Kumar Vohra and ShriT.S. Sridharan retire by rotation at
the ensuing Twenty Second Annual General Meeting and, being eligible,
offer themselves for reappointment. The Directors recommend their
reappointment, which would enable the Company to obtain their continued
valuable guidance in the conduct of the Company's affairs.
AUDITORS
The Company's auditors, M/s H.K. Dua & Co., Chartered Accountants,
retire at the conclusion of the ensuing Twenty Second Annual General
Meeting and are eligible for re- appointment.
ADDITIONAL / STATUTORY INFORMATION
During the year no employee, whether employed for the whole year or
part of the year, was drawing remuneration exceeding the limits as laid
down under Section 217 of the Companies Act, 1956. The Company's
(Disclosure of Particulars in the Report of the Board of Directors)
Rules, 1988 require the disclosure of particulars regarding
Conservation of Energy in Form - A and Technology Absorption in Form -
B prescribed by the Rules. The Company, not being a manufacturing
Company, is advised that the requirements of Forms - A & B are not
applicable to the Company.
AUDIT COMMITTEE
Pursuant to the changes made in the Companies (Amendment) Act, 2000, an
Audit Committee had been constituted, consisting of the following
directors of the Company:
1. Shri Neeraj Kumar Goel- Chairman
2. Shri T.S. Sridharan
3. Shri Tarun Vohra
CORPORATE GOVERNANCE
As required under Clause 49 of the Listing Agreement, a report on
Corporate Governance is enclosed as annexure to this report..
Auditor's certificate on compliance of corporate governance is also
annexed with this report.
COMPLIANCE CERTIFICATE
Compliance certificate in terms of section 383A of the Companies Act,
1956 obtained from the practicing company secretary is annexed with
this report. It does not call for any comments.
PAYMENT OF LISTING FEES
The annual listing fees for the year under review have been paid to The
Bombay Stock Exchange Limited, Mumbai for the financial year 2012 -13.
DEMAT OF COMPANY'S EQUITY SHARES
In compliance with the Sebi's requirements and guidelines, the
Company has appointed M/s Alankit Assignments Limited., 2 E/21,
Jhandewalan Extension, New Delhi - 110055 as Registrar and Share
Transfer Agent. National Securities Depository Limited (NSDL) and
Central Depository Services (India) Ltd. (CDSL) have been appointed for
the purpose of demit of the equity shares of the Company and
connectivity with them has been established.
DIRECTORS' RESPONSIBILITY STATEMENT
The Directors confirm :
1. That in the preparation of annual accounts, the applicable
accounting standards have been followed.
2 That the Directors have selected such accounting policies 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 the financial year and of the
Loss. 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
the Company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the annual accounts on a
going-concern basis.
ACKNOWLEGEMENT
Your Directors wish to convey their grateful thanks and appreciation of
the support, assistance and co-operation extended to the Company by the
employees, the members and/or the associates.
By Order of the Board of Directors,
Place: New Delhi
Dated : 31st August, 2012 Director
Registered Office :
32, Regal Building,
Sansad Marg,
New Delhi-110 001
Mar 31, 2010
The Directors have pleasure in presenting the Twentieth Annual Report
and the Audited Accounts for the year ended 31st March, 2010.
FINANCIAL RESULTS
(Rupees in Lacs)
2009 - 2010 2008 - 2009
Total Income 62.17 (24.09)
Expenditure 24.13 12.44
38.04 (36.53)
Non - Cash Charges 2.88 127.81
Profit Before Tax 35.16 (164.34)
Tax of Earlier Year - 9.74
Profit After Tax 35.16 (174.09)
OPERATIONS
The Company is catagorised as B group NBFC "non-public deposit
accepting company" by the Reserve Bank of India. During the year under
report, the Company did not transact any hire purchase and/or lease
business, and as of now, has no asset under lease and/or under hire
purchase. During the year under review, the Company continued to earn
fee-based income in its wealth management business viz. direct equity,
mutual funds, real estate, risk management and other ancillary services
and also pursued its activities in areas/fields of consultancy/advisory
and investments & trading in shares, stocks, securities, mutual funds
and other financial instruments.
DEPOSITS
The Company has not accepted any fixed deposits during the period under
report; and the fixed deposits, as at the end of the year stood at
Rupees Nil.
AUDITORS REPORT
The observations of the Auditors are self - explanatory, and therefore
do not call for any further comments.
DIVIDEND
DEMAT OF COMPANYS EQUITY SHARES
Due to the past losses and with a view to conserve resources, the Board
of Directors do not recommend declaration of any dividend for the year
ended 31st March, 2010.
DIRECTORS
Shri Sushil Kumar Vohra and Shri Pankaj Vohra retire by rotation at the
ensuing Twentieth Annual General Meeting and, being eligible, offer
themselves for reappointment. The Directors recommend their
reappointment, which would enable the Company to obtain their continued
valuable guidance in the conduct of the Companys affairs.
AUDITORS
The Companys auditors, M/s H.K. Dua & Co., Chartered Accountants,
retire at the conclusion of the ensuing Twentieth Annual General
Meeting and are eligible for reappointment.
ADDITIONAL / STATUTORY INFORMATION
During the year nr: employee, whether employed for the whole year or
part of tin. year, was drawing remuneration exceeding the limits as
laid down under Section 217 of the Companies Act, 1956. The Companys
(Disclosure of Particulars in the Report of the Board of Directors)
Rules, 1988 require the disclosure of particulars regarding
Conservation of Energy in Form - A and Technology Absorption in Form -
B prescribed by the Rules. The Company, not being a manufacturing
Company, is advised that the requirements of Forms - A & B are not
applicable to the Company.
AUDIT COMMITTEE
Pursuant to the changes made in the Companies (Amendment) Act, 2000, an
Audit Committee had been constituted, consisting of the following
directors of the Company:
1. Shri Neeraj Kumar Goel - Chairman
3. Shri T.S. Sridharan
4. Shri Tarun Vohra
CORPORATE GOVERNANCE
As requ.ied under Clause 49 of the Listing Agreement, a report on
Corporate Governance is enclosed as annexure to this report. Auditors
certiticate on compliance of corporate governance is aiso annexed with
this report.
PAYMENT OF LISTING FEES
The annual listing fees for the year under review have been paid to The
Bombay Stock Exchange Limited, Mumbai for the financial year 2010-1.1.
In compliance with the SEBIs requirements and guidelines, the Company
has appointed M/s. Alankit Assignments Limited., 2 E/21, Jhandewalan
Extension, New Delhi - 110055 as Registrar and Share Transfer Agent.
National Securities Depository Limited (NSDL) and Central Depository
Services (India) Ltd. (CDSL) have been appointed for the purpose of
demat of the equity shares of the Company and connectivity with them
has been established.
DIRECTORS RESPONSIBILITY STATEMENT
The Directors confirm :
1. That in the preparation of annual accounts, the applicable
accounting standards have been followed.
2. That the Directors have selected such accounting policies and have
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
the Company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the annual accounts on a
going-concern basis.
ACKNOWLEGEMENT
Your Directors wish to convey their grateful thanks and appreciation of
the support, assistance and co-operation extended to the Company by the
employees, the members and/or the associates.
By Order of the Board of Directors,
Place : New Delhi
Dated : 31 st August, 2010 Director
Registered Office :
32, Regal Building,
Sansad Marg,
New Delhi- 110 001