Home  »  Company  »  Landmarc Leisure  »  Quotes  »  Directors Report
Enter the first few characters of Company and click 'Go'

Directors Report of Landmarc Leisure Corporation Ltd.

Dec 31, 2014

Dear Shareholders,

The Directors have pleasure in presenting their 24th Annual Report together with the Audited Accounts of your Company for fifteen months for the year ended 31 st December, 2014.

PARTICULARS For the For the year ended year ended 31.12.2014 30.09.2013 (Audited) (Audited)

Total Income 161.23 269.87

Profit before Depreciation & Tax (PBDT) (570.11) (292.05)

Less: Depreciation 170.58 166.35

Profit / Loss before Tax (740.69) (458.40)

Less: Provision for Taxation / Current 00.00 00.00 Taxation

Deferred Tax (Asset) / Liability (13.75) (21.51)

Profit After Tax (754.43) (436.90)

Prior Period Adjustment 00,00 00,00

Income Tax for earlier year''s 00.00 00.00

Dividend and TPS Written Back 00.00 00,00

Profit / Loss brought forward : From previous year (3671.06) (3234.17)

Profit / Loss carried to Balance Sheet (4438.89) (3671.06)

Dividend

In view of the accumulated losses, the Directors express their inability to recommend any Dividend on Equity Shares and on Preference Shares for the year ended 31 st December, 2014.

Operations

The company has posted loss ofRs. 754.43 for the financial year 2013-14.

Directors

As per the provisions of the Companies Act, 2013 and Articles of Association of the Company, Ms. Vidhi Kasliwal Director of the Company retire by rotation and being eligible offers herself for re-appointment. As per Section 149 and other applicable provisions of the Companies Act, 2013, your Directors are seeking appointment of Shri S. P. Banerjee and Shri Samsher Garud as Independent Directors for five consecutive years.

ShriS. D. Sinha was appointed as a Whole-time Director of the Company on 17th June, 2002 and his tenure expires on 16th June, 2014. The Directors are seeking re-appointment of Shri S. D. Sinha as a Whole- time Director w.e.f. 17th June, 2014 for a further period of three years.

Declaration by Independent Directors

The Independent directors have submitted their disclosure to the board that they will fulfill all the requirements as to qualify for their appointment as an Independent Director under the provisions of the section 149 of the Companies Act,2013 as well as Clause 49 of the listing agreement. The Board confirms that the said independent directors meet the criteria as laid down under the Companies Act, 2013 as well as the Clause 49 of the Listing Agreement

The Board proposes the term of 5 years for the independent directors w.e.f 14th February, 2015 and they shall not be liable to retire by rotation.

Your directors proposes to appoint Shri. S.P. Banerjee and Shri Samsher Garud as the Independent Directors of the Company to hold office for five consecutive years commencing from 14th february, 2015. Tax Provisions

The Companyhas made adequate tax provisions under the provisions of Income TaxAct, 1961.

Listing

The Equity Shares of the Company continued to be listed and traded on the BSE Limited (BSE). The scrip code number of the Equity Shares of the Company on BSE is 532275. The Company has paid upto date listing fees to the stock exchanges.

Dematerialization

The Equity Shares of the Company can be held in dematerialized form. The Company has signed th« tripartite agreement with National Securities Depository Ltd., (NSDL) Central Depository Services (India) Ltd., (CDSL) and existing Registrar & Transfer Agent for dematerialization of existing holding o the shareholders.

The International Securities Identification Number (ISIN), allotted to the Company is INE394C01023 The Equity Shares of the Company are listed and traded on BSE

The Equity Shares of the Company are being traded in compulsory dematerialized mode. Presently 99.94% of equity capital of the company is in dematerialized mode.

Directors Responsibility Statement

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217(2AA)of the Companies Act, 2013:

(a) that in the preparation of the AnnualAccounts for the year ended December 31,2014 the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) 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 as at December 31,2014 and of the loss of the Company for the year ended on that date;

(c) 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, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

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

Management Discussion and Analysis

The Company had expanded its wellness center business by taking up various center operations across the country in different hotels. However, generating adequate revenue was a challenge and the company has since modified its approach to this segment. The company has expanded its film business by entering regional films segment. It has started with a Marathi production "Sanngto Aika'' which was well received. In times to come, it will come out with more films in different languages. Corporate Governance

The Companies Act, 2013 and the listing agreement with the Stock exchanges require compliances with specified Corporate Governance practices. These practices have been fully implemented and a certificate from the Practicing Company Secretary as well as a detailed report on Corporate Governance approved by the Board of Directors of the Company is set out in the annual report. The Company is regularly complying with Corporate Governance practices and also uploading the information under Corporate Filing & Dissemination System (corpfiling). Your Company has also been enlisted in the new SEBI compliant redressal system (SCORES) enabling the investors to register their complaintifanyforspeedyredressal.

Particulars of Employees

Your Directors acknowledge and appreciate the sincere efforts and effective services rendered by the committed employees and staff of the company.

During the year under review, there was no employee covered under the provision of Section 217(2A) of the Companies Act, 2013 read with the Companies (Particulars of Employees) Rules, 1975. Auditor''s Qualification

The company has given the deposit of 7 1500 lacs to SRUIL as part of an agreement whereby the company will run a wellness centre in the upcoming project of SRUIL which will finally lead to a favourable financial benefits for the company. Moreover, the value of the property has escalated which will be further beneficial to the company.

The company feels that the satellite rights in respect of the feature films being intangible asset will bring revenue in future and will thus be able to meet the expenses incurred on its marketing.

Conservation of Energy, Technology absorption, Foreign Exchange Earnings and outgo:

In view of the nature of activities of the Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 concerning conservation of energy and technology absorption respectively are not applicable to the Company.

During the year the Company has earned an Income of 7 Nil in Foreign Exchange and has incurred travelling expenditure of 71.23 lacs in Foreign Exchange.

Fixed Deposits

During the year ended 31st December, 2014 the Company has not accepted any deposits from the Public underSection 58Aof the Companies Act, 2013.

Statutory Auditors

The Auditors, M/s. Shyam Malpani & Associates Chartered Accountants, Mumbai, hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment.

The Ministiy of Corporate Affairs has notified the provisions of Section 139 of the Companies Act, 2013 for appointment of Auditors, which is effective from April 1, 2014. Pursuant to Section 139(2) of the Companies Act, 2013 and the rules made thereunder, no listed company shall appoint or re-appoint an audit firm as auditor for more than two terms of five consecutive years. Further the aforesaid appointment is subject to ratification by the Members of the Company at every Annual General Meeting.

Pursuant to Section 139(2) of the Companies Act, 2013, the Audit Committee and Board of Directors of Company have recommended their appointment for a period of five years i.e. from the conclusion of 24th Annual General Meeting, until conclusion of sixth Annual General Meeting to be held after this meeting, subject to ratification at every Annual General Meeting. M/s. Malpani & Associates Chartered Accountants have confirmed that re-appointment, if made, will comply with the eligibility criteria in terms of Section 141(3)oftheCompaniesAct,2013.

Information under the sexual harassment of women at workplace (Prevention, prohibition and Redressal),Act, 2013.

In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has formed a Committee to look into such cases as and when they arise. During the period under review, no cases were filed before the Committee. Whistle Blower Policy

As per the provision of Section 177(9) of the Companies Act, 2013 the listed Company shall establish a vigil mechanism for directors and employees. The vigil mechanism shall also provide for adequate safeguards against victimization of persons who use such mechanism and make provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases. Such mechanism has been disclosed by the Company on its website.

The purpose of the ''Whistleblower Policy'' is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

Cautionary Statement

Statement in this Management Discussion and Analysis deals with Company''s objectives, projections, estimates, expectations and predictions. The expectations of the management are regarded as forward looking statements with meaning of applicable securities, laws and regulations. These forward looking statements'' are inherently subject to risks and uncertainties, beyond the control of the Company or its management. Many factors could cause the actual results, performance and achievements of the Company to be materially different from any future results, performances or achievement that may be expressed or implied by such forward looking statements. Landmarc Leisure Corporation Limited shall not be liable for any loss which may arise as a result of any action taken on the basis of the information contained herein nor would be under any obligation to update the forward looking statements to reflect developments of events of circumstances hereafter.

Acknowledgment

We take this opportunity to express our deep sense of gratitude to Securities and Exchange Board of India (SEBI), BSE Limited (BSE), National Stock Exchange of India Limited (NSE), Registrar of Companies (ROC), National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL), M/s. Shyam Malpani & Associates Statutory Auditors, M/s. N. J. Panchal&Co. Internal Auditors, our Clients, Bankers and other Government Agencies for their continued support.

By Order of the Board For Landmarc Leisure Corporation Limited

Sd/- Date: 14th February, 2015 S R Banerjee Place: Mumbai Chairman


Sep 30, 2013

Dear Members,

The directors have pleasure in presenting their Twenty Third Annual Report and Audited Statements of Accounts for the year ended 30th September, 2013.

FINANCIAL RESULTS Rs. in lacs

For the year For the year PARTICULARS ended ended PARIICULARS 30.09.2013 30.09.2012

(Audited ) (Audited )

Total Income 269.87 215.45

Profit before Depreciation & Tax (PBDT) (292.05) (246.54)

Less : Depreciation 166.35 102.63 Profit / Loss before Tax (458.40) (349.18) Less : Provision for Taxation /

Current Taxation 00.00 00.00

Deferred Tax (21.51) 4.57

Profit After Tax (436.90) (353.74)

Prior Period Adjustment 00.00 00.00

Income Tax for earlier year''s 00.00 (10.77)

Dividend and TDS Written Back 00.00 00.00

Profit / Loss brought forward:

From previous year (3234.17) (2869.66)

Profit / Loss carried to Balance Sheet (3671.06) (3234.17)

DIVIDEND

In view of the accumulated losses, the Directors express their inability to recommend any Dividend on Equity Shares and on Preference Shares.

REVIEW OF OPERATIONS

The Company has posted a Loss of Rs. 436.90 lacs for the current year.

FIXED DEPOSITS

The Company has not accepted any Fixed Deposits from the public during the year.

DIRECTORS

Mr. S. P. Banerjee and Mr. Samsher R. Garud retires by rotation from the Board in the forthcoming Annual General Meeting and being eligible offers themselves for reappointment at the said Annual General Meeting.

PERSONNEL

There is no employee drawing remuneration covered under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

PARTICULARS IN RESPECT OF CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars required under Section 217 (1) (e) of the Companies Act, 1956, in respect of conservation of energy and technology absorption are not applicable to the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Sub-Section (2AA) of Section 217 of the Companies Act, 1956, the Board of Directors of the Company hereby state and confirm that:-

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

2. The Directors had 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 loss of the Company for that period.

3. 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 fraud and other irregularities.

4. The Directors had prepared the Annual Accounts on a going concern basis.

MANAGEMENT DISCUSSION AND ANALYSIS

The Company has been able to tie up with twelve hotels in five cities in our country and operating the Spas under our brand "Svastii". The Company has also entered into franchisee agreement with some parties under the "Svastii" brand. The management is keeping a close watch on these business modules and feel that with the maintenance of high standard of services our brand "Svastii" will grow and be successful.

The film division of the Company has made a documentary named "Block By Block" which was released on 11th April 2013 on DD National and also on other channels. This was highly appreciated by the viewers.

REPORT ON CORPORATE GOVERNANCE

A detailed report on Corporate Governance has been included as an attachment to this Report.

DISCLOSURE UNDER SECTION 274 (1) (g)

None of the Directors of the Company are disqualified for being appointed as Directors as stipulated under Section 274 (1) (g) of the Companies Act, 1956, amended by the Companies (Amendment) Act, 2000.

AUDITORS

The auditors M/s Shyam Malpani & Associates, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment. Members are requested to appoint them as auditors and authorize the Board to fix their remuneration.

AUDITOR''S QUALIFICATION

The company has given the deposit of Rs. 1500 lacs to SRUIL as part of an agreement whereby the company will run a wellness centre in the upcoming project of SRUIL which will finally lead to a favourable financial benefits for the company. Moreover, the value of property has escalated which will be further beneficial to the company.

The company feels that the satellite rights in respect of the feature films being intangible asset will bring revenue in future and will thus be able to meet the expenses incurred on its marketing.

CAUTIONARY STATMENT

Statement in this Management Discussion and Analysis deals with Company''s objectives, projections, estimates, expectations and predictions. The expectations of the management are regarded as forward looking statements with meaning of applicable securities, laws and regulations. These ''forward looking statements'' are inherently subject to risks and uncertainties, beyond the control of the Company or its management. Many factors could cause the actual results, performance and achievements of the Company to be materially different from any future results, performances or achievement that may be expressed or implied by such forward looking statements. Landmarc Leisure Corporation Limited shall not be liable for any loss which may arise as a result of any action taken on the basis of the information contained herein nor would be under any obligation to update the forward looking statements to reflect developments of events of circumstances hereafter.

ACKNOWLEDGEMENTS

The Directors thank the Company''s customers, contractors, vendors, bankers, Government and other authorities and the Shareholders for their consistent support to the Company. The Directors also sincerely acknowledge the significant contribution made by all the employees for their dedicated services to the Company.

By Order of the Board

For LANDMARC LEISURE CORPORATION LIMITED

Place: Mumbai. CHAIRMAN

Date: 26th November, 2013


Sep 30, 2011

Dear Members,

The directors have pleasure in presenting their Twenty First Annual Report and Audited Statements of Accounts for the year ended 30th September, 2011.

FINANCIAL RESULTS

(Rs. in lacs)

PARTICULARS For the year For the year ended ended 30.09.2011 30.09.2010 (Audited) (Audited)

Total Income 525.17 102.05

Profit before Depreciation & Tax (104.83) (9.95)

Less: Depreciation 67.53 7.14

Profit/Loss before Tax (172.35) (17.09)

Less: Provision for Taxation

Current Taxation 00.00 00.00

Deferred Tax 16.46 00.63

Profit After Tax (188.81) (17.72)

Prior Period Adjustment (00.00) (00.44)

Income Tax for earlier years 00.00 00.00

Dividend and TDS Written Back 00.00 00.00

Profit/ Loss brought forward :

From previous year (2680.85) (2662.69)

Profit/ Loss carried to Balance Sheet (2869.66) (2680.85)

DIVIDEND

In view of the accumulated losses, the Directors express their inability to recommend any Dividend on Equity Shares and on Preference Shares.

REVIEW OF OPERATIONS

The Company has posted a Loss of Rs 188.81 lacs for the current year.

MANAGEMENT DISCUSSION ANDANALYSIS

As per the figures released the estimated market for "wellness" services has been growing at the annual rate of 20 percent. The company has realized the potential of the wellness industry in India and the need for trained manpower to support the industry.

In keeping with the trend the company has been taking necessary steps for commencing full operations of its state of the art training centre known as Svastii Wellness Academy at Andheri, Mumbai. The academy is being manned by highly trained and experienced personal and will also offer courses that are recognized by international examination board such as CIBTAC/ITEC. The company's first spa Svastii is already operational at Powai.

DIRECTORS

Mr. Siddhartha Gangwal retires by rotation from the Board in the forthcoming Annual General Meeting and being eligible offers himself for reappointment at the said Annual General Meeting.

FIXED DEPOSITS

The Company has not accepted any Fixed Deposits from the public during the year.

AUDITORS

The auditors M/s Malpani & Associates, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and are eligible for re- appointment. Members are requested to appoint them as auditors and authorize the Board to fix their remuneration.

PERSONNEL

There is no employee drawing remuneration covered under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Sub-Section (2AA) of Section 217 of the Companies Act, 1956, the Board of Directors of the Company hereby state and confirm ttiat:-

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

2. The Directors had 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 of the Company for that period.

3. 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 fraud and other irregularities.

4. The Directors had prepared the Annual Accounts on a going concern basis.

REPORT ON CORPORATE GOVERNANCE

A detailed report on Corporate Governance has been included as an attachment to this Report.

DISCLOSURE UNDER SECTION 274 (1) (g)

None of the Directors of the Company are disqualified for being appointed as Directors as stipulated under Section 274 (1) (g) of the Companies Act, 1956, amended by the Companies (Amendment)Act, 2000.

AUDITOR'S QUALIFICATION

The company has given the deposit of Rs 1500 Lacs to SRUIL as part of an agreement whereby the company will run a wellness centre in the upcoming project of SRUIL which will finally lead to a favorable financial benefits for the company.

The company feels that the satellite rights in respect of the feature films being intangible asset will bring revenue in future and will thus be able to meet the expenses incurred on its marketing.

ACKNOWLEDGEMENTS

The Directors thank the Company's customers, contractors, vendors, bankers, Government and other authorities and the Shareholders for their consistent support to the Company. The Directors also sincerely acknowledge the significant contribution made by all the employees for their dedicated services to the Company.

By Order of the Board For LANDMARC LEISURE CORPORATION LIMITED

CHAIRMAN

Date : 31st January 2012

Place: Mumbai


Sep 30, 2010

The directors have pleasure in presenting their Twentieth Annual Report and Audited Statements of Accounts for the year ended 30th September, 2010.

FINANCIAL RESULTS

(Rs. in lacs)

For the year For the year PARTICULARS ended ended 30.09.2010 30.09.2009 (Audited) (Audited)

Total Income 181.97 66.27

Profit before Depreciation & Tax (PBDT) (15.17) (18.89)

Less : Depreciation 7.14 1.25

Profit / Loss before Tax (17.09) (20.14)

Less : Provision for Taxation/

Current Taxation 00.00 0.00

Deferred Tax 00.63 0.56

Fringe Benefit Tax 00.00 0.21

Profit after Tax (17.72) (20.91)

Prior Period Adjustment (00.44) 0.00

Income Tax for earlier years 00.00 0.00

Dividend and TDS Written Back 00.00 0.00

Profit / Loss brought forward :

From previous year (2662.69) (2641.77)

Profit/Loss carried to Balance Sheet (2680.85) (2662.69)

DIVIDEND

In view of the accumulated losses, the Directors express their inability to recommend any Dividend on Equity Shares and on Preference Shares.

REVIEW OF OPERATIONS

The Company has posted a Loss of Rs. 17.72 lacs for the current year.

MANAGEMENT DISCUSSION AND ANALYSIS

The company has entered into the wellness business by opening its first Spa and Wellness Centre at Powai, Mumbai under the brand name of "Svastii".

The company is carrying forward its plans to integrate the wellness business by shortly opening a Wellness Academy in which a very high standard of training will be imparted to fill up the demands for qualified manpower in the wellness sector. The Academy will have the accreditations of the recognised foreign bodies.

DIRECTORS

Mr. Samsher Garud retires by rotation from the Board in the forthcoming Annual General Meeting and being eligible offers himself for reappointment at the said Annual General Meeting.

Mr. Rajat A. Barjatiya resigned from the Board w.e.f. 15th January 2010. Your directors would like to record their appreciation for the services rendered by him during his tenure.

FIXED DEPOSITS

The Company has not accepted any Fixed Deposits from the public during the year.

AUDITORS

The auditors M/s Malpani & Associates, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and are eligible for re- appointment. Members are requested to appoint them as auditors and authorize the Board to fix their remuneration.

PERSONNEL

There is no employee drawing remuneration covered under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Sub-Section (2AA) of Section 217 of the Companies Act, 1956, the Board of Directors of the Company hereby state and confirm that:-

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

2. The Directors had 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 of the Company for that period.

3. 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 fraud and other irregularities.

4. The Directors had prepared the Annual Accounts on a going concern basis .

PARTICULARS IN RESPECT OF CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars required under Section 217 (1) (e) of the Companies Act, 1956, in respect of conservation of energy and technology absorption are not applicable to the Company.

FOREIGN EXCHANGE EARNING AND OUTGO

EARNING : Nil (Previous Year Nil)

Travelling : 4.33 Lacs ( Previous Year Nil)

REPORT ON CORPORATE GOVERNANCE

A detailed report on Corporate Governance has been included as an attachment to this Report.

DISCLOSURE UNDER SECTION 274 (1) (g)

None of the Directors of the Company are disqualified for being appointed as Directors as stipulated under Section 274 (1) (g) of the Companies Act, 1956, amended by the Companies (Amendment) Act, 2000.

AUDITORS QUALIFICATION

The company has already received Rs. 5 crores (out of Rs. 20 crores which was earlier reflected) from Shree Ram Urban Infrastructure Ltd. The present amount of Rs.15 crores given as security deposit is part of the ongoing agreement whereby the company will derive benefits on completion of the development being undertaken by Shree Ram Urban Infrastructure Ltd. The deal will be finally leading to favourable financial implications for the company.

ACKNOWLEDGEMENTS

The Directors thank the Companys customers, contractors, vendors, bankers, Government and other authorities and the Shareholders for their consistent support to the Company. The Directors also sincerely acknowledge the significant contribution made by all the employees for their dedicated services to the Company.



By Order of the Board For LANDMARC LEISURE CORPORATION LIMITED

CHAIRMAN

Date : 8th February, 2011 Place: Mumbai


Sep 30, 2009

The directors have pleasure in presenting their Nineteenth Annual Report and Audited Statements of Accounts for the year ended 30th September, 2009.

FINANCIAL RESULTS

(Rs.in lacs)

For the year For the year PARTICULARS ended ended 30.09.2009 30.09.2008 (Audited) (Audited)

Total Income 66.27 81.56

Profit before Depreciation & Tax (PBDT) (18.89) 35.09

Less : Depreciation 1.25 1.44

Profit / Loss before Tax (20.14) 33.65

Less : Provision for Taxation/ Current Taxation 0.00 4.60

Deferred Tax 0.56 (0.39)

Fringe Benefit Tax 0.21 0.42

Profit after Tax (20.91) 29.02

Prior Period Adjustment 0.00 0.00

Income Tax for earlier years 0.00 0.00

Dividend and TDS Written Back 0.00 0.00

Profit / Loss brought forward :

From previous year (2641.77) (2670.79)

Profit/Loss carried to Balance Sheet (2662.69) (2641.77)

DIVIDEND

In view of the accumulated losses, the Directors express their inability to recommend any Dividend on Equity Shares and on Preference Shares.

REVIEW OF OPERATIONS

The Company has posted a Loss of Rs. 20.91 lacs for the current year.

MANAGEMENT DISCUSSION AND ANALYSIS

The company is working on how to capitalize on various opportunities in the wellness and leisure sectors.

DIRECTORS

Ms. Vidhi V. Kasliwal retires by rotation from the Board in the forthcoming Annual General Meeting and being eligible offers herself for reappointment at the said Annual General Meeting.

Mr. O. P. Chawla resigned from the Board w.e.f. 13th February 2009. Your directors would like to record their appreciation for the services rendered during his tenure.

The Board has appointed three new Directors : Mrs. Paulomi Dhawan as Managing Director, Mr. Siddhartha Gangwal and Mr. Samsher Garud as Directors.

FIXED DEPOSITS

The Company has not accepted any Fixed Deposits from the public during the year.

AUDITORS

The auditors M/s Malpani & Associates, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and are eligible for re- appointment. Members are requested to appoint them as auditors and authorize the Board to fix their remuneration.

PERSONNEL

There is no employee drawing remuneration covered under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Sub-Section (2AA) of Section 217 of the Companies Act, 1956, the Board of Directors of the Company hereby state and confirm that:-

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

2. The Directors had 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 loss of the Company for that period.

3. 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 fraud and other irregularities.

4. The Directors had prepared the Annual Accounts on a going concern basis.

PARTICULARS IN RESPECT OF CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars required under Section 217 (1) (e) of the Companies Act, 1956, in respect of conservation of energy and technology absorption are not applicable to the Company.

FOREIGN EXCHANGE EARNING AND OUTGO

EARNING : Nil (Previous Year Nil)

Travelling : Nil (Previous Year 2.12 lacs)

REPORT ON CORPORATE GOVERNANCE

A detailed report on Corporate Governance has been included as an attachment to this Report.

DISCLOSURE UNDER SECTION 274 (1) (g)

None of the Directors of the Company are disqualified for being appointed as Directors as stipulated under Section 274 (1) (g) of the Companies Act, 1956, amended by the Companies (Amendment) Act, 2000.

AUDITORS QUALIFICATION

The security deposit of Rs. 1500 lacs to Shree Ram Urban Infrastructure Ltd. (SRUIL) is towards a business opportunity being pursued by the Company is prestigious building being constructed by SRUIL in the area of wellness. The Company is confident of running a profitable wellness center at the site which will be beneficial to it.

ACKNOWLEDGEMENTS

The Directors thank the Companys customers, contractors, vendors, bankers, Government and other authorities and the Shareholders for their consistent support to the Company. The Directors also sincerely acknowledge the significant contribution made by all the employees for their dedicated services to the Company.

By Order of the Board For LANDMARC LEISURE CORPORATION LIMITED

CHAIRMAN

Date: 22nd February, 2010 Place: Mumbai

 
Subscribe now to get personal finance updates in your inbox!