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Directors Report of North Eastern Carrying Corporation Ltd.

Mar 31, 2015

Dear Members,

Your Directors are pleased to present their 30th Directors' Report together with the Audited Financial Statements for the Financial Year ended March 31, 2015

1. FINANCIAL PERFORMANCE:

The Financial Result of the Company for the Financial Year under report are as under: (Rs. Rupees)

Particulars For the year ended 31.03.2015 31.03.2014

Profit before Depreciation 11,84,33,077 12,87,30,327 & Income Tax

Less: Depreciation 3,30,56,822 3,66,19,203

Profit after depreciation 8,53,76,255 921,11,124

Less: Provision for:

Income Tax 2,82,99,985 3,69,82,720

Wealth Tax 0 25,000

Less/ Add: Deferred tax 2,32,057 54,14,665 Saving/Liability

Add/Less : Previous year adjustment 18,64,543 22,50,084

Profit After Taxation 5,54,43,784 6,27,68,153

Add: Profit brought Forward 11,51,02,313 5,23,34,159

Balance Carried over to 17,05,46,097 11,51,02,313 Balance Sheet

2. EXTRACT OF ANNUAL RETURN:

The Extracts of the Annual Return are enclosed herewith to this Directors Report in Form MGT-9 as "Annexure I".

3. DIVIDEND:

Your Company needs Capital for its expansion plans, therefore the Board of Director has decided to invest the profit into the operation of the Company. Hence, no dividend is recommended for the year ended 31st March, 2015.

4. SHARE CAPITAL:

During the period under review the Company has not issued/allotted any share Capital.

However as on date the total Paid-up Capital of the Company is Rs. 50,19,73,360/- comprising of 5,01,97,336 equity shares of Rs. 10/- each. The Equity Shares of the Company are listed on Bombay Stock Exchange Limited & Delhi Stock Exchange Limited.

5. DIRECTORS:

Mr. Utkarsh Jain, Non- Executive Director of the Company is liable to retire by rotation and being eligible, offer himself for re-appointment. His re-appointment is subject to the approval of members at the ensuing Annual General Meeting.

6. DIRECTORS QUALIFICATION:

The Board of Directors hereby confirm and represent that none of the Directors of the Company are disqualified from being appointed as Director u/s 164 of the Companies Act, 2013.

7. DIRECTORS RESPONSIBILITY STATEMENT U/s. 134:

Pursuant to the requirement of Section 134(5) of the Companies Act, 2013, the Directors hereby confirm that:

i. In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to material departures;

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and Loss of the Company for the that period;

iii. 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;

iv. The Directors have prepared the annual accounts on a going concern basis.

v. The Directors have laid down internal financial controls to be followed by the company and such controls are adequate and are operating effectively.

vi. The Directors have devised proper system to ensure compliance with the provisions of all applicable laws and such systems are adequate and are operating effectively.

8. STATEMENT ON DECLARATION GIVEN BY INDEPENDANT DIRECTORS:

Mr. Utsav Jain Mr. Manoj Kumar Jain Mr. Mohak Jain

were the Independent Directors on the Board during the year being more than one third of the total strength of the Board and have remained Independent throughout the year as contemplated in sub section (6) of Section 149.

9. NUMBER OF BOARD MEETINGS:

The Board of Directors has duly met 9 times on 30.05.2014, 21.07.2014, 13.08.2014, 18.08.2014, 30.08.2014, 30.09.2014, 12.11.2014, 20.01.2015 and 12.02.2015

Else than the above stated Meetings one Meeting of Independent Directors was held on 26.12.2014 to discuss the performance of the Board as whole and Director's independently.

10. FORMAL ANNUAL EVALUATION OF BOARD:

The formal annual evaluation of the Board, Directors and Committees of the Company has been done on the following criteria:

(a) Attendance and contribution at Board and Committee meetings

(b) His/her stature, appropriate mix of expertise, skills, behaviour, experience, leadership qualities, sense of sobriety and understanding of business, strategic direction to align company's value and standards.

(c) His/her knowledge of finance, accounts, legal, investment, marketing, foreign exchange/ hedging, internal controls, risk management, assessment and mitigation, business operations, processes and Corporate Governance.

(d) His/her ability to create a performance culture that drives value creation and a high quality of debate with robust and probing discussions.

(e) Effective decisions making ability to respond positively and constructively to implement the same to encourage more transparency.

(f) Open channels of communication with executive management and other colleague on Board to maintain high standards of integrity and probity.

(g) Recognize the role which he/she is expected to play, internal Board Relationships to make decisions objectively and collectively in the best interest of the Company to achieve organizational successes and harmonizing the Board.

(h) His/her global presence, rational, physical and metal fitness, broader thinking, vision on corporate social responsibility etc.

(i) His/her ability to monitor the performance of management and satisfy himself with integrity of the financial controls and systems in place by ensuring right level of contact with external stakeholders.

11. AUDIT COMMITTEE:

The Company has duly constituted Audit Committee comprising of Mr. Manoj Kumar Jain, Mr. Mohak Jain and Mr. Utsav Jain all being the Independent Directors.

Further all the Members of the Audit Committee including Chairman posses adequate Financial Knowledge

12. PUBLIC DEPOSITS:

The Company has not accepted any public deposits within the meaning of the Companies Act, 2013 and the rules framed there under.

13. INFORMATION PURSUANT TO LISTING AGREEMENT WITH BOMBAY STOCK EXCHANGE LIMITED & DELHI STOCK EXCHANGE LIMITED:

The name and address of the Stock Exchange where the Company's shares are listed:-

The BSE Limited The Delhi Stock Exchange Limited Phiroze Jeejeebhoy Towers, 3 & 4/4 B, Asaf Ali Road, Dalal Street, Mumbai-4000 01 New Delhi - 110002

However Securities and Exchange Board of India ("SEBI") has cancelled the recognition of all non- operational Stock Exchanges including Delhi Stock Exchange Limited vide its Circular dated 29.12.2008, 30.05.2012 and 17.04.2015. But as your Company is listed on Bombay Stock Exchange hence till it not affect the Listed Status of your Company.

14. RISK MANAGEMENT POLICY:

In the opinion of the Board, following are the risks which would threaten the existence of the Company:

* Material Handling * Motor Vehicle Accidents * Slips, Trips, And Falls * Competition

Your Company has risk management team constituting the professionals and functional specialists who critically examines and audit the adequacy, relevancy, efficiency and effectiveness of the control system, compliance with policies. The Companies Risk Management Strategy has five stages comprising of following stages:

* Risk identification * Risk analysis * Risk evaluation * Risk treatment * Risk monitoring and review

The Policy and Strategy is duly implemented and monitored in the Company.

15. NOMINATION AND REMUNERATION COMMITTEE AND COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:

The Company has duly established a Nomination and Remuneration Committee. The Board has duly adopted the policy with respect to remuneration for the Directors, Key Managerial Personnel and other Senior Management employees. The policy is annexed herewith as "Annexure II"

16. STATUTORY AUDITORS:

M/s Sanghi & Company, Chartered Accountants, were appointed as Statutory Auditors of the Company form the conclusion of previous Annual General Meeting to the Sixth Annual General Meeting subject to ratification of Members at every Annual General Meeting. M/s Sanghi & Company, Chartered Accountants being eligible offer themselves for ratification at this Annual General Meeting to continue their Term upto sixth Annual General Meeting from the conclusion of previous Annual General Meeting.

17. AUDITORS REPORT:

Auditors Report on the final accounts of the Company is attached herewith. The Auditor's Report does not contain any adverse remark.

18. ACCOUNTING STANDARDS:

The Institute of Chartered Accountants of India has introduced various Accounting Standards to make the financial statements and disclosures in line with the international accounting practices and disclosures. Your Company duly follows all the notified Accounting Standards for the preparing of Financial Statements of the Company.

19. SECRETARIAL AUDIT:

M/s. Ashish Kumar & Friends, Company Secretaries Firm was appointed as Secretarial Auditor of the Company for the purposes of Secretarial Audit for the year ended 31st March, 2015 at its Board Meeting held on 18.08.2014.

Secretarial Audit Report as given by M/s Ashish Kumar & Friends in terms of Section 204 (1) is enclosed as "Annexure III". There are no qualifications in the Secretarial Audit Report.

20. CORPORATE SOCIAL RESPONSIBILITY (CSR):

Pursuant to the provisions of Section 135 of the Companies Act, 2013 your Company was required to spend 2% i.e. (Rs. 17,00,000/-) of its Net profit for CSR activities but as the Company was engaged in expansion of its business activities, the company was required to spend substantial amount of profit for acquisition of Vehicles for the proposed expansion hence was able to spend only 1.31% i.e. (Rs. 11,20,000/-). The Annual Report on the CSR activities is enclosed as "Annexure IV".

21. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:

There is nothing to be disclosed in respect of Conservation of Energy, From A of Companies (Disclosure of particulars in the Report of Board of Director) Rules, 1988 does not apply to your Company since the Company is not engaged in any manufacturing activity. No agreement has been entered into for Technology absorption. The foreign exchange outgo is Nil/-

22. CORPORATE GOVERNANCE:

Your Company believes in achieving highest standard of Corporate Governance. A Separate report on the Corporate Governance and Management Discussion and Analysis Report is annexed as "Annexure V" as part of this Director Report.

23. LOANS, GAURANTEES AND INVESTMENTS BY COMPANY

The Company has not given any loan or guarantee or security or made any investment during the financial year.

24. RELATED PARTIES TRANSACTION:

In Form AOC-2 enclosed as "Annexure VI".

25. DISCLOSURES PURSUANT TO SECTION 197 (12) OF THE COMPANIES ACT, 2013 AND THE RULES MADE THEREUNDER:

Sl Particulars No.

i) the ratio of the remuneration Name of the Director: Ratio: of each director to the median Mr. Sunil Kumar Jain 30.15:1 remuneration of the employees of the company for the financial year

ii) Percentage increase in Mr. Sunil Kumar Jain Percentage remuneration of each : Nil director and CEO in the financial year

iii) Percentage increase in the median remuneration Percentage in the financial year of employees : 4.73%

iv) Number of permanent employees on the rolls Number of company; : 524

v) Explanation on the relationship Explanation: The Business as between average increase in well as the profit of the remuneration and company Company has decreased hence the performance Company has not increased the salary much.

vi) Comparison of the remuneration Comparison: The Business as of as the profit of the Key well the Company has Managerial Personnel against has not not increased their decreased hence the Company salary much. the performance of the company;

vii) The key parameters for any Key Parameters: component of variable Not Availed remuneration availed by the directors

viii) The ratio of the remuneration Name: Ratio: of the highest paid director to Mr. Sunil Not Employee that of the employees who are not Kumar Jain is paid salary directors but receive in excess of remuneration in excess Managing of the highest paid director Director during the year.

ix) Affirmation The Board affirms that the remuneration is as per the remuneration policy of the company

26. DISCLOSURES PURSUANT TO SECTION 197 (14) OF THE COMPANIES ACT, 2013:

Mr. Sunil Kumar Jain, Managing Director of the Company, is in receipt of Rs. 3,00,000/- (Rupees Three Lacs) per Month as remuneration.

27. SUBSIDIARY COMPANY:

During the period under review your Company has only one wholly owned Subsidiary in the name and style of 'N.E.C.C. Retail Solutions Private Limited' incorporated on 14th February, 2013.

28. PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

Name and Registered % Holding Particulars Amount office of the (Rs.) Subsidiary/Associate/ joint venture company

100% Income Earned During the year -

Profit before Taxes (16,836) & Other adjustments

N.E.C.C. Retail Solutions Add prior period Private Limited income - Profit before Taxes (16,836)

Less: Provisions for Taxes -

Less: Current Tax -

Add/ (Less): Deferred Tax -

Profit for the period (16,836)

Profits carried (66,227) forward from previous year

Less proposed Dividend -

Less Dividend Distribution Tax -

Profits c/f to Balance Sheet (83,063)

29. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has about 20 women employees in various cadres. The Company has a Protection of women against Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaint Committee is set up in the Company to redress complaints received who directly report to the Chairman & Managing Director of the Company. All employees (Permanent, contractual, temporary, trainees) are covered under this policy. There was no compliant received from any employee during the financial year 2014-15 and hence no complaint is outstanding as on 31.03.2015 for redress.

30. ACKNOWLEDGEMENT

The directors acknowledge the dedicated services of the employees of the Company during the year under review:

On Behalf of the Board of Director of North Eastern Carrying Cor ration limited

Sunil Kumar Jain Chairman & Managing Director Place: Delhi DIN: 00010695 Date: 28.05.2015 C-3/15, Ashok Vihar, Phase-ll, Delhi - 110052




Mar 31, 2013

TO THE SHAREHOLDERS

The Directors take pleasure in presenting the Twenty -Eighth Annual Report on die business and operation of the Company and the Audited Statement jell Accounts for the year ended March 31st, 2013.

11 FINANCIAL PERFORMANCE

The Financial Result of the Company for the year under report is as under

(Rs. Rupees)

Particulars For the year ended

31.03.2013 31.03.2013

Profit before Depredation &. Income Tax 116253289 113SI7264

Less:Depreciation 34911135 33511274

Profit after depreciation ll342154 80305990

Less: Provision Ion

Income Tax 29327214 29252010

Wealth Tax 0 25000

Less/ Add; Deferred tax Saving/Liability 0 2255479

AdcyLess : Previous year adjustment 0 (540369)

Frnfit After Taxation 52014940 5 2744060

Add: Profit brought Forward 224650366 172I06306

Less : Profits used for distributing Bonus Shares 224531149 0

Balance Carried over to Balance Sheet 52334159 224850368

2, DIVIDEND

Your Company needs capital for its expansion plans, therefore the board has decided to invest the profit into the operation of the Company- lienee, no dividend is recommended for the year ended 31st March, 2013.

3, SUBSIDIARY COMPANY

During the period under review, your Company has incur'' porated a wholly owned Subsidiary Company in the name and style of JN.E,C.C, Retail Solutions Private Limited'' incorporated on I4Ul February, 2013. However as on 31-03-2013 tree Company has no Investments and the subsidiary'' has not commenced any operations till 31.03.2013.

4, SHARE CAPITAL & LISTING OF SHARES

During the period under review, your Company had issued and allotted 3,76,4S,002 bonus equity shares of Ks. 10/- each to its share holders in the ratio of 3:1 Consequently, the total Paid-up Capital of the Company has increased from Rs. 12,54,93,340/- comprising of 1,25,4934 equity shares of Rs. 10/- each to Rs. 50,19,73,360/- comp rising of 5,01,97,336 equity shares of Rs. 10/- each.

The Equity Shares of the Company are listed on BSE LIMITED dated AUGUST 10, 2012 & Delhi Slock Exchange Limited. Your Company has paid the Annual Listing fee and Annual Custody fees to the Stock Exchanges and Depositories up-to-date.

5. DIRECTORS

Mr, Manoj Kumar Jain, Non- Executive arid Independent Di ret tin of the Company retire by rotation and being eligible; offer himself for re-appointment. Tlieir re-appointment is subject lo the approval of members at the ensuing Annual General Meeting.

6. SUDDEN DEMISE OF SH. J AS WANT RAl JAIN, THE FOUNDER OF YOUR COiMPANY

Sh. J as want Rai Jain, the director of the Company, has expired on J7lh January, 2013.

7. RESIGNATION OF MR. SANJEEV JAIN & MR. ROSI1AN DABRIWAt FROM THE DlRECrORS R OF THE COMFANY

Mr, Sanjccv Jain & Mr. Roshan Dabriwal, the directors of the Company have resigned from the office during the Financial Year 2012-20J3.

8. AUDITORS REPORT

Auditors Report on the final accounts of the Company is attached herewith. The Auditor''s Report does not contain any adverse remark.

y. AUDITORS

Wi Sanghi & Company, Chartered Accountants, retire at the conclusion of this Annual General Meeting and being eligible offer themselves for reappointment to hold from the conclusion of tins Annual General fleeting tf[J the conclusion to next Annual General MccLing.

10. PUBLIC DEPOSIT

The Company has not accepted any deposits within the meaning of section 58A of the Companies Act, 1956 and the rules framed there under, "

13. PARTICULARS OF EMPLOYEES;

Profit are as required under Station 217{2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are NIL since none of the employees during the year has earned a monthly remuneration of Rs, 5,00,000/- or more.

14. DIRECTORS QUALIFICATION U/s, 274(1)(g):

The Hoard of Directors hereby confirm and represent that none of the directors of the Company is disqualified from feeing appointed as injector U/s. 27-1 (1) (g) of (lie Companies Act, 1956

15. DIRECTORS RESPONSIBILITY STATEMENT U/s, 217 (2 A A):

(a) I he applicable accounting standards along with proper explanations'' relating to material departures have been followed in the preparation of the annual accounts. .

(b) Rhee 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 March 31st, 2013 and of the Profit/Loss of the Company for the year ended March 31st,, 2013.

(c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the pi''o vis ions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

16. CORPORATE GOVERNANCE:

Your Company believes in achieving highest standard of Corporate Governance. A Separate report on the Corporate Governance and Management discussion and Analysis is enclosed as part of this Director Report.

17. ACCOUNTING STANDARDS:

The Institute of Chartered Accountants of India has introduced various Accounting Standards to make the financial statements and disclosures in line with the international accounting practices and disclosures. The main accounting standards implemented by your Company are AS - Related Party Disclosure, AS 20 - Earning per Shares and AS 22 - Accounting for Taxes on Income. There is nothing to be disclosed under AS 17, Segment Reporting since there is no business segment of geographical segments which a reportable segment is based on the definitions, contained in the accounting standard.

18. ACKNOWLEDGEMENT

The directors acknowledge the dedicated services of the employees of the Company during the year under review:

On behalf of the lioard of Directors of

North Eastern Carrying Corpoeat on Limited

Place; Delhi Sunii Knmai Jain

Date: 30th May, 2013 (Chairman)


Mar 31, 2012

The Directors have pleasure in presenting the Twenty-Seventh Annual Reports on the business and operation of the Company and the Audited Statement of Accounts for the year ended March 31st, 2012.

1. FINANCIAL PERFORMANCE

The Financial Result of the Company for the year under report is as under:

(Rs. Rupees)

Particulars For the year ended

31.03.2012 31.03.2011

Profit before Depreciation & Income Tax 113817264 103683270

Less: Depreciation 33511274 30952727

Profit after depreciation 80305990 72730543

Less: Provision for:

Income Tax 29252040 22043455

Wealth Tax 25000 25000

Less/Add: Deferred tax Saving/Liability 2255479 (2028838)

Add/Less: Previous year adjustment (540369) 513086

Profit After Taxation 52744060 49146336

Add: Profit brought Forward 172106308 122959972

Balance Carried over to Balance Sheet 224850368 172106308

2. DIVIDEND

Your Company needs capital for its expansion plans, therefore the board has decided to invest the profit into the operation of the Company. Hence, no dividend is recommended for the year ended 31st March, 2012.

3. DIRECTORS

Mr. Mohak Jain and Mr. Roshan Dabriwal, Directors of the Company retire by rotation and being eligible, offer there selves for re-appointment. Their re-appointment is subject to the approval of members at the ensuing Annual General Meeting.

4. AUDITORS REPORT

Auditors Report on the final accounts of the Company is attached herewith. The Auditor's Report does not contain any adverse remark.

5. AUDITORS

M/s Sanghi & Company, Chartered Accountants, retire at the conclusion of this Annual General Meeting and being eligible offer themselves for reappointment to hold from the conclusion of this Annual General Meeting till the conclusion of next Annual General Meeting.

6. PUBLIC DEPOSITS

The Company has not accepted any deposits within the meaning of section 58A of the Companies Act, 1956 and the rules framed there under.

7. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:

There is nothing to be disclosed in respect of Conservation of Energy, From A of Companies (Disclosure of particulars in the Report of Board of Director) Rules, 1988 does not apply to your Company since the Company is not engaged in any manufacturing activity. No agreement has been entered into for Technology absorption. The foreign exchange outgo is Nil/-.

8. INFORMATION PURSUANT TO LISTING AGREEMENT WITH DSE:

The name and address of the Stock Exchange where the Company's shares is listed:-

The Delhi Stock Exchange Limited 3 & 4/4B, Asaf Ali Road, New Delhi -110002

The listing fee for 2012-13 has been paid and there being neither de-listing nor suspension of shares from Trading during the year under review.

9. PARTICULARS OF EMPLOYEES:

Particulars as required under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are NIL since none of the employees during the year has earned a monthly remuneration of Rs. 5,00,000/- or more.

10. DIRECTORS QUALIFICATION U/s. 274(1)(G):

The Board of Directors hereby confirm and represent that none of the directors of the Company is disqualified from being appointed as director U/s. 274 (1) (g) of the Companies Act, 1956.

11. DIRECTORS RESPONSIBILITY STATEMENT U/s. 217 (2AA):

(a) The applicable accounting standards along with proper explanations relating to material departures have been followed in the preparation of the annual accounts.

(b) 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 March 31st, 2012 and of the Profit/Loss of the Company for the year ended March 31st, 2012.

(c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

12. CORPORATE GOVERNANCE:

Your Company believes in achieving highest standard of Corporate Governance. A Separate report on the Corporate Governance and Management Discussion and Analysis is enclosed as part of this Director Report.

13. ACCOUNTING STANDARDS:

The Institute of Chartered Accountants of India has introduced various Accounting Standards to make the financial statements and disclosures in line with the international accounting practices and disclosures. The main accounting standards implemented by your company are AS 18 - Related Party Disclosure, AS 20 - Earning per Shares and AS 22 - Accounting for Taxes on Income. There is nothing to be disclosed under AS 17, Segment Reporting since there is no business segment of geographical segments which a reportable segment is based on the definitions, contained in the accounting standard.

14. ACKNOWLEDGEMENT

The directors acknowledge the dedicated services of the employees of the Company during the year under review-

On behalf of the Board of Directors of North Eastern Carrying Corporation Limited

Sunil Kumar Jain (Chairman)

Place: Delhi Date: 30th May, 2012


Mar 31, 2011

The Directors have pleasure in presenting the twenty-Sixth Annual Reports on the business and operation of the company and the Audited Statement of Accounts for the year ended March 31st, 2011.

1. FINANCIAL PERFORMANCE

The Financial Result of the company for the year under report is as under:

(In Rupees)

Particulars For the year ended

31.03.2011 31.03.2010

Profit before Depreciation & Income Tax 103683270 76062064

Less; Depreciation 30952727 25087231

Profit after deprecation 72730543 50974833

Less: Provision for

Income Tax 22043455 17200000

Fringe Benefit Tax

Wealth Tax 25000 25000

Less Add: Deferred tax Saving/Liability 2028838 419

Add/Less: Previous year adjustment 513086 (1310318)

Profit After Taxation 49146336 32439096

Add: Profit brought Forward 122959972 90520876

Balance Carried over to Balance Sheet 472106308 122959972

2. DIVIDEND

Your company needs capital for its expansion plans, therefore the board has decided to invest the profit into the operation of the company, Hence no dividend for the year ended 31st march, 2011

3. DIRECTORS

Mr. Praveen Jain and Mr. Sanjeev Jain, Directors of the company retire by rotation and being eligible, offer there selves for re-appointment. Their reappointment is subject to the approval of members at the ensuing Annual General Meeting. Mr. Utsav Jain was also appointed as additional director w.e.t 04.01.2011. The term of Mr. Utsav Jain as additional director expires at the ensuing Annual General Meeting. However, the company has received a notice under section 257(1) of the companies Act 1956 proposing Mr. Utsav Jain as director. The Board has recommended the resolution for shareholders approval.

4. AUDITORS REPORT

Auditors report on the final account of the company is attached herewith. The auditor's report does not contain any adverse remark.

5. AUDITORS

M/s Sanghi & Company, Chartered Accountants, retire at the conclusion of this Annual General Meeting and being eligible offer themselves for reappointment to hold from the conclusion of this Annual General Meeting till the conclusion of next Annual General Meeting.

6. PUBLIC DEPOSITS

The company has not accepted any deposits within the meaning of section 58A of the Companies Act 1956 and the rules framed there under.

7. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:

There is nothing to be disclosed in respect of Conservation of Energy, From A of Companies (Disclosure of particulars in the Report of Board of Director) Rules, 1988 does not apply to your company since the company is not engaged in any manufacturing activity. No agreement has been entered into for Technology absorption. The foreign exchange outgo is Nil/-

8. INFORMATION PURSUANT TO LISTING AGREEMENT WITH DSE:

The name and address of the Stock Exchange where the Company's shares is listed:-

The Delhi Stock Exchange Limited

3 & 4/4 Asaf Ali Road,

New Delhi-110002

The listing fee for 2011-12 has been paid and there being neither de-listing nor suspension of shares from Trading during the year under review.

9. PATICULARS OF EMPLOYEES:

Particulars as required under Section 217(2A) of the Companies Act, 1956 read.with companies (Particulars of Employees) Rules, 1975 are Nil since none of the employees during the year has earned a monthly remuneration of Rs, 500000/- or more.

10. DIRECTORS QUALIFICATION U/s.274(1)(G):

The Board of Directors hereby confirm and represent that none of the directors of the company is disqualified from being appointed as director U/s.274(1)(g) of the Companies Act, 1956.

11. DIRECTORS RESPONSIBILITY STATEMENT U/s.217 (2AA):

(a) The applicable accounting standards along with proper explanations relation to material departures have been followed in the preparatory of the annual accounts.

(b) 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 March 31st, 2011 and of the profit/loss of the company for the year ended March 31st 2011.

(c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

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

12. CORPORATE GOVERNANCE:

Your Company believes in achieving highest standard of Corporate Governance. A Separate report on the Corporate Governance and Management Discussion and Analysis is enclosed as part of this Director Report.

13. ACCOUNTING STANDARDS:

The Institute of Chartered Accountants of India has introduced various Accounting Standards to make the financial statements and disclosures in line with the international accounting practices and disclosures. The main accounting standards implemented by your company are AS 18 - Related Party Disclosure, AS 20 - Earning per Shares and AS 22 - Accounting for Taxes on Income. There is nothing to be disclosed under AS 17, Segment Reporting since there is no business segment of geographical segments which a reportable segment is based on the definitions, contained in the accounting standard.

14. ACKNOWLEDGEMENT

The directors acknowledge the dedicated services of the employees of the company during the year under review:

On behalf of the Board of Directors of

North Eastern Carrying Corporation Limited

Place: Delhi Sunil Kumar Jain

Date : 30th May, 2011 Chairman

 
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