Mar 31, 2015
Dear Members,
The Director has pleasure in presenting the 21st Annual Report of the
financial year ended 31st March, 2015.
FINANCIAL HIGHLIGHTS Rs. In lacs
Particular Year ended Year ended
Mar.31,2015 Mar. 31 ,2014
Gross Income 62.41 47.59
Gross Profit before Dep. & 16.92 15.15
I. TAX
Depreciation 8.50 8.14
Tax Expense 2.00 0.90
NET PROFIT AFTER TAX 6.42 6.11
Add: Balance b/f from Previous 8.61 2.50
year
Less: transfer to General NIL NIL
Reserves
Amount carried to Balance 15.03 8.61
Sheet
DIVIDEND
During the Year 2014-15, the Board of Directors of the Company has not
declared dividend.
TRANSFER TO RESERVES IN TERMS OF SECTION 134(3) (J) OF THE COMPANIES
ACT, 2013.
For the financial year ended 31st March, 2015, the Company did not
transfer any amount to General Reserve Account.
MANAGEMENT DISCUSSION AND ANLYSIS REVIEW OF PERFORMANCE
1) The Company recorded revenue of Rs.62.41lacs for the year ended 31st
March, 2015 as against Rs. 47.59lacs in the previous year ended
31.03.14.
2) The profit before tax at Rs.8.42lacs for the ended 31st March, 2015
as against Rs. 7.01 lacs in the previous year ended 31.03.2014.
3) Net profit after tax at Rs.6.42 lacs for the year ended 31st March,
2015 as against Rs. 6.11lacs in the previous year ended 31.03.2014.
KEY FACTORS WHICH AFFECT THE PERFORMANCE OF THE COMPANY
a. Economic factors like Inflation rate, Credit policy, GDP growth,
Trade & Fiscal deficit.
b. Political factors like stability, Expansion, Liberalization and
FDI, Disinvestment Policy framework of the Government.
OUTLOOK OF THE INDUSTRY & FUTURE PROSPECTS
With the incoming of the NDA Government at Centre in the month of June,
2014, and passing of one year of its working, there is hope for all
round growth in the economy. GDP growth recorded for the year ended
31.03.2015 is highest at 7.5%. With more liberalization and expansion
policies of the Government already announced, your company is hopeful
of achieving better results in the coming year(s). The government has
also announced Disinvestment in public sector undertakings for the
substantial amounts. More IPO''s are in the pipeline and all these shall
have direct impact on the performance of your company during the
current year.
CAPITAL EXPENDITURE AND FUNDING
i) The Capital expenditure incurred and funded for the year is
Rs.40.11lacs
ii) During the year under review, your company has not
sold/deleted/adjusted any assets, except under the head Vehicles for
net value of Rs.3.55 lacs.
SUBSIDIARY COMPANY
There is no subsidiary company.
INTERNAL CONTROLS SYSTEMS AND INTERNAL AUDIT
The Company maintains adequate internal Control Systems and the
internal audit are handled by a qualified chartered accountant and his
team of subordinates.
DIRECTORS
Divya Goyal, non-independent director, retiring by rotation, being
eligible, offers herself for re-appointment.
FIXED DEPOSITS
The company has not accepted deposits from the public during the year
under review.
EXTRACTS OF ANNUAL RETURN
The details forming part of the Annual Return in form MGT-9 is annexed
herewith as "Annexure 3".
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:
There are no significant material orders passed by the
regulators/courts which would impact the going concern status of the
company and its future operations.
CEO/CFO CERTIFICATION
The compliance to the requirement of clause 49 of the Listing agreement
entered with the stock exchanges, the managing director has submitted
to the board a certificate relating to financial statements and other
matters as envisaged in the said clause.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(3) (c) of the companies Act, 2013, the
Directors, based on the representation received from the operating
management, conform that:
1. In preparation of the Annual accounts, the applicable accounting
standards have been followed and there are no material departure from
the same;
2. In order to provide a true and fair view of the state of affairs of
the Company as on March 31, 2015 and the profits for the year ended on
that date, reasonable and prudent judgments and estimates have been
made and generally accepted accounting policies have been selected and
consistently applied.
3. For safeguarding the asset of the assets of the Company and
preventing and detecting any material fraud and irregularities, Proper
and sufficient care has been taken for maintenance of adequate
accounting records in accordance with the provisions of the Act;
4. The annual accounts presented to the members have been prepared on
a going concern basis;
5. The directors have laid down internal financial controls to be
followed by the company and that such controls are adequate and
operating effectively;
6. The directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and those systems are adequately
and operating effectively.
RELATED PARTY TRANSCTIONS
All related party transaction that were entered into during the
financial year were on an arm''s length basis and were in the ordinary
course of business. There are no materially significant related party
transactions made by the Company during the year. Therefore form AOC-2
is not applicable to the company.
CORPORATE GOVERNANCE
The company is committed to maintain the highest standards of corporate
governance and adhere to the corporate governance requirements set out
by SEBI. As per Clause 49 of the Listing Agreement with the Stock
Exchanges, a separate section on Corporate Governance together with a
certificate from the Company''s Auditors confirming compliance is set
out in the Annexure forming part of this report.
BUSINESS RESPONSIBILITY REPORT
As stipulated under the Listing Agreement, the Business Responsibility
report and Corporate Responsibility Report, applicable to the extent,
is adhered during the year under review.
RISK MANAGEMENT
During the year, your directors have constituted a risk Management
Committee which has been entrusted with the responsibility to assist
the Board in (a) Overseeing and approving the company''s enterprise wide
risk management framework; and (b) Overseeing that all the risks that
the Organization faces, such as
strategic,financial,credit,market,liquidity,security,property,It,Legal,
regulatory,reputational and other risks have been identified and
assessed and there is adequate risk management infrastructure in place
capable of addressing those risks. A Group Risk Management Policy was
reviewed and approved by the committee.
STATUTORY AUDITORS & AUDITOR''S REPORT
M/s Sanjay Braharua & Associates, Chartered Accountants, the present
Statutory, Auditors retire at the ensuing Annual General Meeting and
has expressed their unwillingness for re-appointment. The company has
received a letter from a member proposing the name of M/S Raj K Sri &
Co., chartered accountants, as statutory Auditors of the company from
the conclusion of the ensuing annual general meeting.
In respect of the observations made by the auditors in their report,
your directors wish to state that the respective notes to the accounts
read with the relevant accounting policies are self-explanatory and
therefore do not call for any further comments.
COST AUDITORS
The company does not require cost auditor.
DISCLOSURES
Audit Committee
The audit committee comprises of independent directors namely Ravi
Berry (Chairman), Rekha Chauhan and Ms.Divya Goyal, as other member.
All the recommendations made by the said committee were accepted by the
board.
Remuneration Committee
The audit committee comprises of independent directors namely Ravi
Berry (Chairman), Rekha Chauhan and Ms.Divya Goyal, as other member.
All the recommendations made by the said committee were accepted by the
board.
Shareholder and Investors Grievance Committee
The audit committee comprises of independent directors namely Ravi
Berry, Rekha Chauhan and Ms.Kiran Goyal (chairman) as other member. All
the recommendations made by the said committee were accepted by the
board.
VIGIL MECHANISM
The Vigil mechanism of the company, which also incorporates a whistle
blower policy in terms of the listing agreement, includes Ethics and
Compliance Task Force comprising the senior executives of the company,
which works in the line with the best of standards.
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND
SECURITIES PROVIDED
There are no transactions relating to the loans given, investments
made, excepting investment in shares, and there is no guarantee given,
neither security provided during the year.
MEETING OF THE BOARD
Four Meetings of the Board were held during the year. For further
details, please you may refer report on corporate governance of this
annual report.
LISTING AND DEMATERIALISATION OF SHARES
As your company''s shares are listed on BSE Ltd., Delhi Stock Exchange
Ltd. and Ahmadabad Stock Exchange Ltd. and is enjoying active status.
Listing Fees for and up to the year 2015-16, has been paid to these
stock exchanges, except to Ahmedabad Stock Exchange, which is in the
process of winding up.
The ISIN of the company is INE792G01011 and Trading Code on BSE is
538395, with the symbol "NAM".
SHAREHOLDER INITIATIVES
Your company adheres strictly to all the statutory and other legal
compliances. Your company has been one of the first to implement any
initiatives for shareholder benefit directed from SEBI. On occurrence
of any event, which has a bearing on the share price or otherwise, your
company intimates the stock exchanges, within stipulated period. Your
company has in place regulations for preventing and regulating insider
trading and has adhered to a code of conduct and business ethics by
which the shareholder is treated at par with an employee on
availability of information about the company.
Your company has been prompt and regular in its replies to your
queries. Your company also replies within the stipulated time to all
legal and statutory authorities. The total number of shares
dematerialized as on 31st March, 2015 are shares which represent of the
shares of the company.
PARTICULARS OF EMPLOYEES
There are no employees of the company requiring information as
prescribed under section 197 read with Rule 5 of The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
CORPORATE SOCIAL RESPONSIBILITY
Your company always places greater importance to manage its affairs
with highest level of transparency, accountability and integrity and
maintain high standards of corporate governance on sustained basis.
Your company is committed to its social responsibilities.
INTERNAL FINANCIAL CONTROLS
The company has in place the adequate internal financial controls with
reference to financial statements. During the year controls were tested
and no reportable material weakness in the design or operation were
observed.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
The information pursuant to Section134 (m) of the companies Act, 2013,
read with rule 8 of the Companies (Accounts) Rules, 2014, relating to
the Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings and outgo are implemented to the extent that the company''s
electric circuits are made to order to be completely switched off after
office hours and other air-conditioners and led lightings are replaced
with energy savings counter-parts.
Our operations are domestically based so there is no foreign exchange
earnings and out- gos.
INSIDER TRADING POLICY
As required under the new insider trading policy regulation of SEBI,
your directors have framed new insider trading regulations and Code of
internal procedures and conducts for Regulating, Monitoring & Reporting
of trading by insider. For details please refer to Company''s website.
CAUTIONARY STATEMENT
Statements in this Management Discussion and analysis describing the
Company''s Objectives, projections, estimates and expectations may
constitute "Forward looking statements" within the meaning of
applicable Laws and regulations. Actual results might differ materially
from those either expressed or implied.
ACKNOWLEDGEMENTS
Your Directors acknowledge the significant contribution made by the
employees of the company at all levels towards its overall success. The
Directors also take this opportunity to place on record their
appreciation to all stakeholders, bankers and Clients for their
continued support to the company.
For and on behalf of the Board
PLACE: Gurgaon -Sd/
DATE: 1st June, 2015 (Kiran Goyal)
Managing Director
Mar 31, 2014
Dear Members,
The Director have pleasure in presenting the 20th Annual Report of the
financial year ended 31, March, 2014.
FINANCIAL HIGHLIGHTS
Rs. In lacs
Particulars Year ended Mar. 31, Year ended Mar. 31,
2014 2013
Gross Income 47.59 45.60
Gross Profit before Dep. & I. TAX 15.15 13.80
Depreciation 8.14 8.20
Tax Expense 0.90 1.04
NET PROFIT AFTER TAX 6.11 4.56
Add: Balance b/f from Previous year 2.50 37.50
Less: transfer to General Reserves NIL 35.00
Amount carried to Balance Sheet 8.61 2.50
DIVIDEND
During the Year 2013-14, the Board of Directors of the Company has not
declared dividend.
CORPORATE GOVERNANCE
A detailed report on Corporate Governance together with a certificate
from the statutory Auditors, in compliance with clause 49 of the
Listing agreement, is attached as part of this report. Compliance
reports in respect of all laws applicable to the company have been
reviewed by the board of directors.
MANAGEMENT DISCUSSION AND ANALYSIS REVIEW OF PERFORMANCE
1) The Company recorded revenue of Rs.47.59 lacs for the year ended
31st March,2014 as against Rs.45.60lacs in the previous year ended
31.03.13
2) The profit before tax at Rs.7.00Lacs for the ended 31st March,2014
as against Rs.5.60lacs in the previous year ended 31.03.2013
3) Net profit after tax at Rs.6.11lacs for the year ended 31st Mar,2014
as against Rs.4.57 lacs in the previous year ended 31.03.2013
KEY FACTORS WHICH AFFECT THE PERFORMANCE OF THE COMPANY
a. Economic factors like Inflation rate, Credit policy, GDP growth,
Trade & Fiscal deficit
b. Political Factors like stability, Expansion, liberalisation and FDI
& Dis-investment Policy framework of the Government.
CAPITAL EXPENDITURE AND FUNDING
I. The Capital incurred and funded for the year is Rs.4.98 lacs
II. During the year under review, your company has not
sold/deleted/adjusted any assets.
OUTLOOK OF THE INDUSTRY & FUTURE PROSPECTS
With the incoming of the NDA Government at Centre in the month of
June,2014, there is hope for all round growth in the economy. GDP
growth is highest of last 3 years low and more liberalization and
expansion policies of the Government are being announced. The
government has also announced Dis-investment in public sector
undertakings for the substantial amounts. More IPO''s are in the
pipeline and all these shall have direct impact on the performance of
your company during the current year.
SUBSIDIARY COMPANY
There is no subsidiary company.
INTERNAL CONTROLS SYSTEMS AND INTERNAL AUDIT
The Company maintains adequate internal Control Systems and the
Internal audit is handled by a qualified chartered accountant and his
team of subordinates.
DIRECTORS
1. Divya Goyal, non-independent director, retiring by rotation, being
eligible, offers herself for re-appointment
2. Mrs. Rekha Chauhan who meets the criteria of Independence as
provided under section 149(6) of the Companies Act, 2013 is appointed
as Independent Director.
3. Mr. Ravi Berry who meets the criteria of Independence as provided
under section 149(6) of the Companies Act, 2013 is appointed as
Independent Director.
FIXED DEPOSITS
The company has not accepted deposits from the public during the year
under review.
CEO/CFO CERTIFICATION
The compliance to the requirement of clause 49 of the Listing agreement
entered with the stock exchanges, the managing director has submitted
to the board a certificate relating to financial statements and other
matters as envisaged in the said clause.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors,
based on the representation received from the operating management,
conform that:
1. In preparation of the Annual accounts, the applicable accounting
standards have been followed;
2. In order to provide a true and fair view of the state of affairs of
the Company as on March 31, 2014 and the profits for the year ended on
that date, reasonable and prudent judgments and estimates have been
made and generally accepted accounting policies have been selected and
consistently applied.
3. For safeguarding the asset of the assets of the Company and
preventing and detecting any material fraud and irregularities, Proper
and sufficient care has been taken for maintenance of adequate
accounting records in accordance with the provision of the Companies
Act, 1956;
4. The annual accounts presented to the members have been prepared on a
going concern basis.
CORPORATE GOVERNANCE
As per Clause 49 of the Listing Agreement with the Stock Exchanges, a
separate section on Corporate Governance together with a certificate
from the Company''s Auditors confirming compliance is set out in the
Annexure forming part of this report.
STATUTORY AUDITORS & AUDITOR''S REPORT
M/s Sanjay Braharua & Associates, Chartered Accountants, the present
Statutory, Auditors retire at the ensuing Annual General Meeting and
are eligible for re-appointment. The company proposes to re-appoint M/s
Sanjay Braharua & Associates, chartered accountants, as statutory
Auditors of the company from the conclusion of the ensuing annual
general meeting upto the conclusion of the twenty third annual general
meeting of the company. In respect of the observations made by the
auditors in their report, your directors wish to state that the
respective notes to the accounts read with the relevant accounting
policies are self-explanatory and therefore do not call for any further
comments.
COST AUDITORS
The company does not require cost auditor.
LISTING OF SHARES
As your company''s shares are listed on BSE Ltd., Delhi Stock Exchange
Ltd. and Ahmadabad Stock Exchange Ltd. and is enjoying active status.
Listing Fees for and upto the year 2013-14, has been paid to these
stock exchanges.
SHAREHOLDER INITIATIVES
Your company adheres strictly to all the statutory and other legal
compliances. Your company has been one of the first to implement any
initiatives for shareholder benefit directed from SEBI. On occurrence
of any event, which has a bearing on the share price or otherwise, your
company intimates the stock exchanges, within stipulated period. Your
company has in place regulations for preventing and regulating insider
trading and has adhered to a code of conduct and business ethics by
which the shareholder is treated at par with an employee on
availability of information about the company.
Your company has been prompt and regular in its replies to your
queries. Your company also replies within the stipulated time to all
legal and statutory authorities. The total number of shares
dematerialised as on 31st March, 2014 are shares which represent of the
shares of the company.
PARTICULARS OF EMPLOYEES
There is no employee of the company requiring Information as prescribed
under section 217 (2A) of the companies Act, 1956, read with the
Companies (Particulars of Employees) Rules, 1975, amended from time to
time forms part of this report.
Your company always places greater importance to manage its affairs
with highest level of transparency, accountability and integrity and
maintain high standards of corporate governance on sustained basis.
Your company is committed to its social responsibilities.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
The information pursuant to Section 217(1) (e) of the companies Act,
1956, read with the Companies (Disclosure of particulars in the Report
of Board of Directors) Rules, 1988, relating to the Conservation of
Energy, Technology Absorption and Foreign Exchange Earnings and outgo
are provided hereunder:-
(i) Your company is in the business of dealing in shares and DP. As
such, information about CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION
is not applicable on the company
(ii) There is NIL figure on account of Foreign exchange earnings and
outgo during the year under review.
CAUTIONARY STATEMENT
Statements in this Management Discussion and analysis describing the
Company''s Objectives, projections, estimates and expectations may
constitute "Forward looking statements" within the meaning of
applicable Laws and regulations. Actual results might differ materially
from those either expressed or implied.
ACKNOWLEDGEMENTS
Your Directors acknowledge the significant contribution made by the
employees of the company at all levels towards its overall success. The
Directors also take this opportunity to place on record their
appreciation to all stakeholders, bankers and Clients for their
continued support to the company.
For and on behalf of the Board
PLACE: Gurgaon (Kiran Goyal)
DATE: 1st September, 2014 Managing Director
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article