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Directors Report of LCC Infotech Ltd.

Mar 31, 2015

Dear Members,

The Board of directors is pleased to present 29th Annual Report of the Company and Audited Financial Result for the Financial Year ended on 31st March 2015 along with Management Discussion & Analysis Report in terms of Clause-49 of the Listing Agreement with Stock Exchanges.

1. Financial Results:

The performance of your Company for the financial year ended March 31, 2015 is summarized below: Amount in Lakhs(Rs)

2014-15 2013-14

Profit/(Loss) before depreciation (0.21) (2.66) and Tax Expenses (A)

Less- Depreciation and amortization 11.72 11.83 Expenses (B)

Profit/(Loss) before Tax (A-B) (11.93) (14.49)

Less-Tax Expenses for the year (C) --- ---

Less- Deferred tax expenses for the year (D) --- ---

Profit/(Loss) after Taxation (A-B)-(C)-(D) (I) (11.93) (14.49)

Less-Transfer to reserve (E) --- ---

Add-Amount Brought Forward (II) (595.74) (581.25)

Total (I-II) (607.67) (595.74)

Less- Deferred Tax (F) --- ---

Balance carried forward to Balance Sheet (607.67) (595.74) (I-II)-(F)

2. Dividend:

Board of Directors of your company expresses their inability to declare dividend for the current financial year as company has incurred net loss of Rs. (11.93) Lakhs due to high competition in IT & software training market. However your company is actively working on this segment that seems to have tremendous growth prospects and profitability in the coming years.

3. Share Capital:

The paid up Equity Share Capital was Rs.2531.87 lakh at the end of financial year on 31.03.2015. The company has not issued fresh shares or any convertible instruments during the year under review.

4. Economic Scenario and Outlook:

With India moving towards becoming a super power in the years to come, one of the key contributors to this growth will be a large pool of skilled and talented individuals. As seen recently that a large part of this pool is coming from smaller towns and cities across the country and this is a strong area of operation for your company. The job market is slow in the bigger cities however the smaller businesses in the semi urban part of the country are still working on automating their business processes and increasing efficiency. Your company is actively working on this segment that seems to have tremendous growth prospects in the coming years.

5. Management Discussion and Analysis:

A separate report on the Management Discussion and Analysis is attached as a part of the Annual Report

6. Corporate Social Responsibility:

The provisions of Companies Act, 2013 regarding Corporate Social Responsibility are not attracted to the company however the Company has been pursuing it as part of its corporate philosophy. As part of its initiatives under "Corporate Social Responsibility (CSR), the Company has undertaken projects in the areas of Education and skill training. These projects are in accordance with item no. (II) and (X) of Schedule VII of the Companies Act, 2013. Your Company has been Providing quality Education and skill training to the students during the year. During the year company has introduced scholarship scheme in the name of UDDAN with aided education initiatives like smart classes and interactive kiosks at rural areas to keep in pace with modern methods of learning. Further Specific support was provided to revive education for SC/ST/OBC/BPL category students under the Public Private Partnership Schemes with Ministry of Labour and Employment. Skill development training programmes have been imparted to unemployed youth in partnership with various Govt. Department which helped approx 1000 youth to get job placements in various industry.

7. Business Risk Management:

In accordance with clause 49 of the listing agreement in respect to the risk assessment and minimization Procedures, the Board formally adopted steps for monitoring the risk management plan for the company. Now the Company has a healthy Business Risk Management structure to identify, evaluate business risks and opportunities. This structure seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company's competitive advantage. The business risk framework defines the risk management approach across the enterprise at various levels including documentation and reporting. The structure has different risk models which help in identifying risks trend, associated with the business.

8. Change in the nature of business, if any:

There is no change in the nature of the business of the Company

9. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the company's operations in future:

There were no significant and material orders passed by regulators or courts or tribunals impacting the going concern status and the Company's operations in future.

10. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report:

There were no material changes and commitments affecting the financial position of the Company occurring between March 31, 2015 and the date of this Report of the Directors.

11. Internal Control System and their Adequacy:

The Company has an Internal Control System, Commensurate with the size, scale of business to safeguard and protect the company from unauthorized use and disposition of its assets. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements. The internal audit and internal control procedures adopted in LCC are adequate and commensurate with the size and the complexity of the business. All major expenses are controlled and businesses are monitored so that the actual spending is in accordance with the budget. A well-defined organizational structure, strong internal controls, defined authority matrix and documented policy guidelines ensure compliance with internal policies and applicable laws and regulations, efficiency of operations and protection of resources.

12. Vigil Mechanism / Whistle Blower Policy:

A vigil mechanism policy has been adopted by the company to ensure the privacy while dealing with concerns and also to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner. The details of the Policy is explained in the Corporate Governance Report and also posted on the website of the Company

13. Subsidiary Company:

Your company has only one Indian subsidiary named eLCC Info-Com Limited. Your parent company is holding 99.98% control over the subsidiary company. Your company is engaged in the business of computer training, computer education, training in English etc. Pursuant to first provisions of section 129 (3) read with rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures is enclosed herein report as "Annexure- III"

14. Directors, Key Managerial Personnel and Committees:

The Members of the Company at its 28th meeting held on 24th September 2014 has appointed its existing Independent directors viz. Mr. Kamaljit Singh (DIN-00552381), Mr. Praveen Jain (00714340) and Mr. G.K.Gupta (0075668) as Independent Directors for consecutive period of 5 years w.e.f. from April 24, 2014 under the Companies Act, 2013. All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement.

Mr. Sidharth Lakhotia (DIN-00057511) retires by rotation and being eligible offers himself for re- appointment under section 152(6) of Companies Act 2013.

Key Managerial Personnel

The following three persons were formally appointed as Key Managerial Personnel of the Company in compliance with the provisions of Section 203 of the Companies Act, 2013:

a) Mrs. Kirti Lakhotia, Managing Director

b) Sidharth Lakhotia Director & CEO

c) Mr. Pratik Lakhotia, Chief Financial Officer (CFO)

d) Mr. P. N. Rouchoudhury, Company Secretary

14.1 Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and Compliance Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

14.2 Remuneration Policy:

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.

14.3 Meeting:

During the year 5 board meetings as well 4 audit committee meetings were held ,the details of which are duly given in the Corporate Governance Report. The Minimum gap between two board meetings was within the period provided in Companies Act 2013 and in accordance with listing agreement.

14.4. Audit Committee:

The committee consists of three directors all being independent directors. The details are as under:

i) Mr. G.K.Gupta - Chairman - Non Executive and Independent director

ii) Mr.Kamaljit Singh - Member - Non Executive and Independent director

iii) Mr. Praveen jain - Member - Non Executive and Independent director

14.5 Nomination and Remuneration Committee:

The committee consists of three directors all being independent directors. The details are as under:

i) Mr. G.K.Gupta - Chairman - Non Executive and Independent director

ii) Mr. Kamaljit Singh- Member - Non Executive and Independent director

iii) Mr. Praveen jain - Member - Non Executive and Independent director

15. 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 statements in terms of Section 134(3)(c) of the Companies Act, 2013:

a) that in the preparation of the annual financial statements for the year ended March 31, 2015, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b) that such accounting policies as mentioned in Notes to the Financial Statements have been selected and applied consistently and judgment and estimates have been made 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, 2015 and of the profit of the Company for the year ended on that date;

c) that proper and sufficient care has been taken 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;

d) that the annual financial statements have been prepared on a going concern basis;

e) that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively.

f) that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

16. Related Party Transactions:

All related party transactions entered into during the financial year were on an arm's length basis and in the ordinary course of the business of the Company. All related party transactions are placed before the Audit Committee of the Board of Directors for its approval. Prior omnibus approval of the Audit Committee of the Board of Directors is obtained for the transactions. The policy on Related Party Transactions as approved by the Board has been hosted on website of company. The details of transaction annexed in Annexure IV.

17. Auditors:

17.1 Statutory Auditors:

Pursuant to the provisions of Section 139 (2) and 142(1) of the Companies Act, 2013 and the rule made there under and pursuant to the recommendation of Audit Committee "M/s Budhiya & Co (Firm registration No : 320163E ), Chartered Accountants, has been appointed as statutory Auditor of the company to hold office from conclusion of this Annual General Meeting till conclusion of next Annual General Meeting at such remuneration as may be determined by the Board of Directors of the Company.

17.2 Secretarial Auditors:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mrs. Riddhi Kanodia, Company Secretaries with CP No. 12778, as Secretarial Auditors of the Company to undertake the secretarial audit of the company for the financial Year 2014- 15. The Secretarial Audit Report is annexed herewith as 'Annexure -I'.

17.3 Internal Auditors:

Jhumur Kumar Mukhopadhyay (Membership- 055993)Chartered Accountants performs the duties of internal auditors of the company and their report is reviewed by the audit committee from time to time.

18. Corporate Governance:

As per Clause 49 of the Listing Agreement with the Stock Exchanges, a separate section on corporate governance practices followed by the Company, together with a certificate from the Company's Secretarial Auditor confirming compliance forms an integral part of this Report.

19. Extract of Annual Return:

Eextract of the Annual Return in form MGT 9 is annexed herewith as "Annexure-II" which is forming part of Annual return.

20. Loans, guarantees and investments:

The Company has not given any guarantee for loans taken by others from bank or financial institutions. The loans and advances made by the Company are detailed in Note No. 10 of the Annual finaincial statements.

21. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

There are no activities relating to conservation of energy and technology absorption and also there were no foreign exchange earnings or outgo.

22. Disclosure on Managerial Remuneration & Particulars of Employees:

Details of Remuneration as required under Section 197(12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

a) Ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year ended 31st March 2015:

SI Name Designation Remuneration of No. Directors' to Median Employees' Remuneration (times)

1. Kirti Lakhotia Managing Director 5.3

2. Sidharth Lakhotia Director 2

3. Pratik Lakhotia Director 1.67

4. Praveen Jain Non-Executive Director Nil

5. G.K.Gupta Non-Executive Director Nil

6. Kamaljit Singh Non-Executive Director NIl

b) There is no increase in remuneration of any Director, Chief Executive Officer, Company Secretary or Manager in the financial year ended 31st March 2015

c) The number of permanent employees on the rolls of the company is 27

d) There is no increase in remuneration of employee and KMP during the year under report as company reported net loss due to economic slowdown in IT sector.

e) The details of variations in the market capitalization of the Company, Price Earnings Ratio at the end of the current financial year and previous financial year are as follows:

The Market Capitalization of the company increased at the end of the current financial year under report as compare to market capitalization of last year ended on 31.03.2014. The market capitalization increased by 100% from Rs. 189.89 lacs as at March 31, 2014 to Rs. 397.78 lacs as at March 31, 2015.

The Price Earnings Ratio as at March 31, 2015 was (-) 31.91 as compared to the Price- Earnings Ratio as at March 31, 2014 which was (-)13.16

The equity shares of the Company closed at Rs. 0.30/- on National Stock Exchange of India Ltd. on March 31, 2015 representing an increase of 100% since the last financial year. Due to some penal reason trading has been suspended on Bombay Stock Exchange.

No employee fall under the particulars of the employees who are covered by the provisions contained in Rule 5(2) and rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company.

f) No variable component in any kind/form was availed by the directors during the financial year ended March 31, 2015.

g) No employee has received remuneration higher than the highest paid director during the financial year ended March 31, 2015.

h) It is hereby affirmed that the remuneration paid during the year ended on 31.03.2015 is as per the Remuneration Policy of the Company.

23. Consolidated Financial Statements:

The Consolidated Financial Statements of the Company prepared in accordance with relevant Accounting Standards (AS) issued by the Institute of Chartered Accountants of India form part of this Annual Report.

24. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

Your Company has constituted an Internal Complaints Committees in accordance with the requirements under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 which ensures implementation and compliance with the Law as well as the policy at every unit. There were no cases/ complaints reported in this regard during the year 2014- 15

25. Acknowledgements:

We please to thank various Departments of central and state Government, Organizations and Agencies for the continued help and co-operation extended by them. We also gratefully acknowledge all stakeholders of the Company viz. members, shareholders, banks and other concerned associate for the excellent support received from them during the year. We also sincerely thank all the employees of the Company for their unstinted commitment and continued contribution to the Company.

26. Cautionary Statement

The statements contained in the Board's Report and Management Discussion and Analysis contain certain statements relating to the future and therefore are forward looking within the meaning of applicable securities, laws and regulations. Actual results, performance or achievements may differ materially from those expressed in the statement. Important factors that could influence the Company's operations high competition in IT industries relating to software training and development.


Mar 31, 2014

Dear Members,

The Board of director pleased to present 28th Annual Reports of the company along with Audited Financial Result for the Financial Year ended on 31st March 2014.

1. Financial Results:

The performance of your Company for the financial year ended March 31, 2014 is summarized below:

Amount in Lakhs(Rs.) 2013-14 2012-13

Profit/(Loss) before depreciation (2.66) (70.57) and Tax Expenses (A)

Less- Depreciation and amortization 11.83 11.13 Expenses (B)

Profit/(Loss) before Tax (A-B) (14.49) (81.70)

Less-Tax Expenses for the year (C) --- ---

Less- Deferred tax expenses for the year (D) --- ---

Profit/(Loss) after Taxation (A-B)-(C)-(D) (I) (14.49) (81.70)

Less-Transfer to reserve (E) --- ---

Add-Amount Brought Forward (II) (581.25) (499.55)

Total (I-II) (595.74) (581.25)

Less- Deferred Tax (F) --- ---

Balance carried forward to (595.74) (581.25) Balance Sheet (I-II)-(F)

2. Dividend:

Board of Directors regret to inform you that due to high competition in IT & software training market, your company has incurred net loss Rs.14.49 LAKHS during the year and hence Board of Directors of your company expresses their inability to declared dividend for the current financial year. Your company is actively working on this segment that seems to have tremendous growth prospects and profitability in the coming years

3. Current year and Future Prospect

During the year 2013-14 company''s total income was 1006.91 lakhs and the total expenditure 1021.40 lakhs. Company has noted loss of Rs.14.49 lakhs after necessary appropriations/ adjustment. This is a very exiting time to be part of the ''Skill India'' journey as our new government is putting in a lot of emphasis on the creation of one of the largest talent pool in the world. We are heading towards a paradigm shift as we move towards a developed nation and skilled manpower is one the key driving factors. As your company has been in the business of skilling students for the last 30 years and with our in-depth knowledge and expertise of rural India, we have before us an opportunity that is well within our realm of expertise and specialization. Your company sees times of high growth and innovation and is well prepared to take full advantage of the tremendous opportunity that is headed our way.

4. Directors:

In terms of section 152(6) of the Companies Act, 2013 and the Articles & Association of the company, Mr. Pratik Lakhotia (Holding DIN-00057015) retires from office by rotation at the ensuing Annual General Meeting and, being eligible, offer themselves for re-appointment.

5. Auditors:

The Auditors M/s Budhia & Co. Chartered Accountant, having firm registration (Firm Registration No-320163E) allotted by The Institute of Chartered Accountants of India (ICAI) retires as Auditor of your Company at the ensuing Annual General Meeting (AGM) and have confirmed their eligibility and willingness to accept the office of Auditors, if re-appointed. Your Company has obtained a written consent form M/s. Budhia & Co., Chartered Accountants to the effect that their appointment, if made, will be within the limits specified under section 143(3) (g) of the Companies Act, 2013..

6. Auditor Observations:

The observations of the Auditors are duly dealt in Notes to Accounts attached to the Balance Sheet and are self- explanatory in nature and do not call for any further comments.

7. Subsidiary Company:

Your company has only one Indian subsidiary named eLCC Info-Com Limited. Your parents company holding 99.98% control over the subsidiary company. Your company is engaged in the business of computer training, computer education, training in English etc. The company has incurred loss of Rs.5000/-during the current financial year. The Audited Annual Accounts for Financial Year ending on 31st March, 2014 along with the Auditors'' and Directors'' Report of subsidiary are not attached to the annual accounts of the company pursuant to general exemption granted by Govt. of India, Ministry of Corporate affairs in terms of section 201(8) of the companies act 1956.However the all necessary details related to accounts of subsidiary are given effect in consolidated accounts of your company. Further any shareholders of the company or subsidiary company may obtain copy of these documents at the registered office of the company. The annual accounts of the subsidiary companies shall also be available for inspection by any shareholders in the registered office of the holding company and a note to the above effect will be included in the annual report of the holding company

8. Fixed Deposits:

The Company has not accepted or invited any deposits from the Public and as such no amount of principal or interest was outstanding during the year 2013-14.

9. Particulars of Employees:

None of the employees of the Company is covered under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975.

10. Particulars pursuant to Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988:

The Company does not have any manufacturing activity and hence the provision of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 does not apply to the Company.

11. Directors'' Responsibility Statement:

The Directors confirm pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956,

(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 31st March 2014 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 companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(IV) That the Directors have prepared the annual accounts on a going concern basis.

12. Corporate Governance:

Your boards of directors have taken all necessary steps to ensure compliance with all statutory and listing requirements. The directors and key management personal of your company have complied with the code of conduct which was approved by board of directors. The report on Corporate Governance as required under listing agreement together with the Auditors'' certificate on compliance with corporate governance requirement is also annexed to this report.

13. Listing Status

The company''s shares are listed at Bombay Stock Exchange Limited and National Stock Exchange of India Limited. Listing fee has been paid till March 31st 2006 to Bombay Stock Exchange Limited and up to March 31st 2014 to National Stock Exchange of India Limited.

14. Acknowledgement:

Your Directors would like to express their grateful appreciation for the assistance and co-operation received from the members, bankers, business associates, various Govt. Authorities in all the endeavors of the Company during the year under review. Your Directors also place on record their deep sense of appreciation for the committed services of the Executives, Staffs and Workers of the Company.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Date: May 29, 2014 SIDHARTH LAKHOTIA KIRTI LAKHOTIA Place: Kolkata DIRECTOR & C.E.O MANAGING DIRECTOR


Mar 31, 2013

To the Members,

The Directors hereby present the 27th Annual Report together with the Audited Accounts for the year ended 31st March, 2013.

1. Financial Results:

The performance of the Company for the financial year ended March 31, 2013 is summarized below:

(Amount in Lacs)

FOR THE FOR THE YEAR ENDED YEAR ENDED 31ST MARCH 2013 31ST MARCH 2012

Profit/(Loss) for the year (81.70) 9.62

Less: Tax Provision for the year

Less: Deferred Tax Provision for the year

Profit/(Loss) after Taxation (81.70) 9.62

Less: Transfer from Reserve

Sales Return (81.70) 9.62

Add: Balance (Dr.) brought forward (499.55) (509.17)

(581.25) (499.55)

Less: Deferred Tax

Balance carried forward to Balance Sheet (581.25) (499.55)

2. Dividend:

As company incurred net loss of Rs. 81.70 lakh during the year and hence Boad of Director of Director of your company expresses their inability to declared dividend for the currect year.

3. Current year and Future Prospect

During the year 2012-13 company''s total income was 953.88 lakhs and the total expenditure 1035.58 lakhs. Company has noted loss of Rs.81.70 lakhs after necessary appropriations/adjustment.

With India moving towards becoming a super power in the years to come, one of the key contributors to this growth will be a large pool of skilled and talented individuals. As seen recently that a large part of this pool is coming from smaller towns and cities across the country and this is a strong area of operation for your company. The job market is slow in the bigger cities however the smaller busi- nesses in the semi urban part of the country arestill working on automating their business processes and increasing efficiency. Your company is actively working on this segment that seems to have tremendous growth prospects in the coming years.

4. Directors:

In accordance with the provisions of the Companies Act, 1956 and the Articles & Association of the company, Mr. Sidharth Lakhotia and Mr. Praveen Jain retires from office by rotation at the ensuing Annual General Meeting and, being eligible, offer themselves for re-appointment.

5. Auditors:

The Auditors M/s Budhia & Co. Chartered Accountant will retire at the forthcoming Annual General Meeting and being eligible offer them selves for reappointment. The company has received a certifi- cate from them to the effect that their reappointment, if made, will be within the limits prescribed under Section 224(1) of the Companies Act, 1956.

6. Auditor Observations:

The observations of the Auditors are duly dealt in Notes of Accounts attached to the Balance Sheet and are self explanatory in nature.

7. Subsidiary Company:

The Audited Annual Accounts for the Financial Year ending 31st March, 2013 along with the Auditors'' and Directors'' Report thereon of eLCC.Info.com Ltd., a Subsidiary of your Company are annexed to this report as required under Section 212 of the Companies Act, 1956.

8. Fixed Deposits:

The Company has not accepted or invited any deposits from the Public and as such no amount of principal or interest was outstanding during the year 2012-13.

9. Particulars of Employees:

None of the employees of the Company is covered under Section 217(2a) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975.

10. Particulars pursuant to Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988:

The Company does not have any manufacturing activity and hence the provision of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 does not apply to the Company.

11. Directors'' Responsibility Statement:

The Directors confirm pursuant to the provisions of Section 217 (2aa) of the Companies Act, 1956,

* that in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

* 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 31st March 2013 and of the profit or loss of the Company for that period;

* that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

* that the Directors have prepared the annual accounts on a going concern basis.

12. Corporate Governance:

In terms of Listing Agreements, a report on Corporate Governance along with the Auditors'' Report on its compliance is annexed, forming part of the Annual Report.

13. Listing Status

The company''s shares are listed at Bombay Stock Exchange Limited and National Stock Exchange of India Limited. Listing fee has been paid till March 31st 2006 to Bombay Stock Exchange Limited and up to March 31st 2013 to National Stock Exchange of India Limited.

14. Acknowledgement:

Your Directors would like to express their grateful appreciation for the assistance and co-operation received from the members, bankers, business associates, various Govt. Authorities in all the en- deavors of the Company during the year under review. Your Directors also place on record their deep sense of appreciation for the committed services of the Executives, Staffs and Workers of the Company.

For and on behalf of the board of direcTORS

place: kolkata SIDHARTH LAKHOTIA KIRTI LAKHOTIA

date: 30.05.2013 director & c.e.o managing director


Mar 31, 2010

To the Members,

The Directors hereby present the 24th Annual Report together with the Audited Accounts for the year ended 31st March, 2010.

1. Financial Results:

The performance of the Company for the financial year ended March 31, 2010 is summarised below:

(Amount in Rs. '000)

For the For the Year ended year ended 31st March 2010 31st march 2009

Profit/(Loss) for the year 326 215

Less: Tax Provision for the year - 35

Less: Deferred Tax Provision for the year - -

Profit/(Loss) after Taxation 326 180

Less: Transfer from Reserve - -

Sales Return - -

326 180

Add: Balance (Dr.) brought forward (52638) (52819)

(52312) (52639)

Less: Deferred Tax - -

Balance carried forward to Balance Sheet (52312) (52639)

2. Dividend:

During the year 2009-2010, your company has posted a profit after tax (PAT) of Rs. 3.26 lakh and is looking at increasing this number in the coming years. However due to inadequate profit the Board of Directors have expressed their inability to declared dividend for the current year.

3. Current year and Future Prospect

During the year 2009-10 company's total income was 20.39 crores. The total expenditure 20.35 crores. After necessary appropriations/adjustment there was a profit of Rs. 3.26 Lakhs. During the year company has earned operational profit before depreciation of Rs. 32.95 Lakhs.

Your company has complied with the standard of MGMT.SYS., RvAC 216 (certification body for QM system) and has been granted ISO 9001:2008 to design, develop and provide value added services in the field of Information Technology. This certificate has been a reassuring factor about the quality of services provided by your company.

Your company complete its 26th year of operations in the IT training and become a pioneering specialized centre of excellence in the field of technology education. Now we has decided to branch out into various professional and degree based education to the budding new generation.

Your company has been keeping pace with the technological revolution that is continuously taking place in the worldwide. Your company has also augmented its business volume by providing IT Preventive Maintenance Services, which include problem identification and diagnosis, problem remediation and elimination and recommendation about future system installation, usage and main- tenance.

With India becoming a hub for global talent sourcing of skilled manpower, there is an acute demand for manpower with various skills sets both in the technology sector as well as in the filed of traditional degree based education. With the current projects and forecasts we are heading for a big gap in the demand and supply of trained manpower and there lies a big opportunity for your company in the years to come.

4. Directors:

In accordance with the provisions of the Companies Act, 1956 and the Articles & Association of the company, Mr. Sidharth Lakhotia and M r. Kamaljit Singh retires from office by rotation at the ensuing Annual General Meeting and, being eligible, offer themselves for re-appointment.

The resolution for confirmation of re-appointment of Mrs. Kirti Lakhotia as Managing Director of the company is also proposed for your approval.

5. Auditors:

The Auditors M/s Budhia & Co. Chartered Accountant will retire at the forthcoming Annual General Meeting and being eligible offer themselves for reappointment. The company has received a certifi- cate from them to the effect that their reappointment, if made, will be within the limits prescribed under Section 224(1) of the Companies Act, 1956.

6. Auditor Observations:

The observations of the Auditors are duly dealt in Notes of Accounts attached to the Balance Sheet and are self explanatory in nature.

7. Subsidiary Company:

The Audited Annual Accounts for the Financial Year ending 31st March, 2010 along with the Auditors' and Directors' Report thereon of eLCC.Info.com Ltd., a Subsidiary of your Company are annexed to this report as required under Section 212 of the Companies Act, 1956.

8. Fixed Deposits:

The Company has not accepted or invited any deposits from the Public and as such no amount of principal or interest was outstanding during the year 2009-2010.

9. Particulars of Employees:

None of the employees of the Company is covered under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975.

10. Particulars pursuant to Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988:

The Company does not have any manufacturing activity and hence the provision of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 does not apply to the Company. The details of the foreign exchange earnings and outgo are given in details in Schedule 19 Notes on Accounts, forming part of the Balance Sheet.

11. Directors' Responsibility Statement:

The Directors confirm pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956,

* that in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

* 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 31st March 2010 and of the profit or loss of the Company for that period;

* that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

* that the Directors have prepared the annual accounts on a going concern basis.

12. Corporate Governance:

In terms of Listing Agreements, a report on Corporate Governance along with the Auditors' Report on its compliance is annexed, forming part of the Annual Report.

13. Listing Status:

The company's shares are listed at Bombay Stock Exchange Limited and National Stock Exchange of India Limited. The company's shares have been delisted from Delhi, Calcutta and Ahmedabad Stock Exchange. Listing fee has been paid till March 31st 2006 to Bombay Stock Exchange Limited and upto March 31st 2011 to National Stock Exchange of India Limited.

14. Acknowledgement:

Your Directors would like to express their grateful appreciation for the assistance and co-operation received from the members, bankers, business associates, various Govt. Authorities in all the en- deavors of the Company during the year under review. Your Directors also place on record their deep sense of appreciation for the committed services of the Executives, Staffs and Workers of the Company.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

PLACE: KOLKATA SIDHARTH LAKHOTIA KIRTI LAKHOTIA

DATE: 23rd August, 2010 DIRECTOR & C.E.O MANAGING DIRECTOR

 
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