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Directors Report of Nutech Global Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their 31st Annual Report on the business and operations of your Company and the Audited Accounts for the year ended 31st March, 2015

FINANCIAL RESULTS

Particulars For the Year ended For the Year ended 31st March, 2015 31st March, 2014

Profit before depreciation & Tax 75,71,336 80,93,487

Less: Depreciation 61,38,904 64,12,570

Profit before Tax 14,32,432 16,80,917

Current Tax 8,90,958 8,60,628

Deferred Tax Provision (3,21,058) (5,00,873)

Profit after Tax 8,62,533 13,21,162

Profit brought forward from last year 19,130,642 17,809,480

Profit carried over to Balance Sheet 19,472,333 19,130,642

OPERATIONAL REVIEW

The Company has recorded sales of Rs 3646.75 lacs for the current year 2014-15 as compared to Rs 3582.61 lacs in the previous year 2013-14. The Net Profit for the year under review amounted to Rs 8,62,533 in the current year as compared to Rs 13,21,163 in the previous year.

DIVIDEND

The Board of Directors does not recommend any dividend for the year.

TRANSFER TO RESERVES

The Company has not transferred any amount to reserves.

MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OF FINANCIAL YEAR

There have been no 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.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL IMPARTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

SUBSIDIARY COMPANY

As on March 31, 2015, the Company does not have any subsidiary.

DEPOSITS

The Company has not invited/ accepted any deposits from the public during the year ended March 31, 2015. There were no unclaimed or unpaid deposits as on March 31, 2015.

CORPORATE SOCIAL RESPONSIBILTY

The company does not meet the criteria of Section 135 of Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 so there is no requirement for constitution of Corporate Social Responsibility Committee

DIRECTORS

1 .Shri Shyam Sunder Mukhija, Director of the Company retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment. Details of the Director seeking re-appointment are provided in the Corporate Governance Report forming part of this report.

2. Statement on Declaration given by Independent Director

All Independent Directors have given declaration that they meet the criteria of Independence as laid down under Section 149(6) of the Companies Act, 213 and Clause 49 of the Listing Agreements.

3. Board Evaluation

In Compliance with the Companies Act, 2013 and Clause 49 of Listing Agreement , the Board has carried out an annual performance evaluation of its own performance, the Directors individually as well as evaluation of the working of its Audit , Nomination & Remuneration Committee and other committees. More details on the same is given in the Corporate Gover- nance Report.

AUDITORS

M/s O.P. Dad & Co., Chartered Accountants and Auditors of the Company, retire at the conclusion of the ensuing Annual General Meeting of the Company and being eligible, offer themselves for re-appointment. Your Directors recommend for their re-appointment.

SECRETARIAL AUDIT REPORT

The Board of Directors has appointed M/s R K Jain & Associates, Company Secretaries in Whole-Time Practice to conduct Secretarial Audit under the provisions of section 204 of the Companies Act, 2013. The details forming part of Secretarial Audit Report for Financial Year 2014-15 in form MR-3 is enclosed herewith as per Annexure-I. The report does not contain any qualification.

The Board of Directors has re-appointed M/s R K Jain & Associates, Company Secretaries in Whole-Time Practice, being eligible, to conduct Secretarial Audit for the Financial Year 2015-16 under the provisions of section 204 of the Companies Act, 2013

CORPORATE GOVERNANCE

The Company is committed to maintain the high standards of Corporate Governance. Your Directors adhere to the requirements set out in Companies Act, 2013 and the listing Agreement with the Stock Exchanges and have implemented all the prescribed requirements. Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, the Report on Corporate Governance and Management Discussions & Analysis have been incorporated in the Annual Report and forms an integral part of the Annual Report.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to sub-section 3 (c) of Section 134 of the Companies Act, 2013, the Board of Directors of the Company hereby state and confirm that:

(i) in the preparation of Annual Accounts, the applicable accounting standards have been followed and wherever required, proper explanation relating to material departures have been given;

(ii) they 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 or loss of the Company for that period;

(iii) they 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 frauds and other irregularities,

(iv) they have prepared the Annual Accounts on a going concern basis;

(v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

(vi) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

HUMAN RESOURCE DEVELOPMENT

Industrial relations continued to be cordial during the period under review. Your Company firmly believes that a dedicated work force constitutes the primary source of sustainable competitive advantage. Accordingly, human resource develop- ment received focused attention. Your Directors wish to place on record their appreciation for the dedicated services rendered by the work force during the year under review.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

A Statement giving details of conservation of energy, technology absorption, foreign exchange earnings and outgo in accordance with the Rule 8 (3) of the Companies (Accounts) Rules, 2014 is enclosed as Annexure - II and forms integral part of this Report.

OTHER DISCLOSURES UNDER COMPANIES ACT, 2013

i) Number of Board Meetings :

The Board of Directors met Nine (9) times in the year 2014-15. The details of the Board Meeting and the attendance of the Directors are provided in the Corporate Governance Report.

ii) Composition of Audit Committee :

The Board constituted the Audit Committee which comprises of Sh.Manish Mandhana, Chairman, Shri Anil Laddha, Shri Anil Dasot & Sh. Shyam Sunder Mukhijaas members. All the recommendations of Audit Committee have been accepted by the Board. More details on the committee are given in the Corporate Governance Report.

iii) Related Party Transactions :

All the related party transactions are entered on arm's length basis and are in compliance with the applicable provisions of the Act and Listing Agreement. There is no materially significant related party transaction with Promoters, Directors or Key Management Personnel which may have potential conflict with the interest of the Company at large. During the year, the Company has not entered into any related party transactions under the section 188 of the Companies Act, 2013 and the particulars of contracts or arrangements with related parties are Nil and Form AOC-2 is enclosed as Annexure - III

iv) Loans Guarantees or Investments:

The Company has not given any Loan, Guarantee and also not made any Investments under the section 186 of the Companies Act, 2013.

v) Vigil Mechanism/Whistle Blower Policy:

In pursuance of section 177 (9) of the Companies Act, 2013 and the listing agreement, the Company has in place a Vigil Mechanism/Whistle Blower Policy for Directors and employees to report genuine concern. More details pertaining to the same are given in the Corporate Governance Report.

vi) Nomination, Remuneration & Evaluation Policy :

In pursuant to provisions of section 178 of the Companies Act, 2013 and Listing Agreement, the Board of Directors approved Nomination, Remuneration & Evaluation Policy for appointment, remuneration & evaluation of the Directors, Key Management Personnel & Senior Management Personnel. The details of the Nomination and Remuneration committee, Nomination, Remuneration & Evaluation Policy and Annual Evaluation carried out by the Board of Directors are given in the Corporate Governance Report.

vii) Particulars of Employees & Analysis of Remuneration:

Particulars of employees and analysis of remuneration as required under section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed as Annexure - IV.

Director State that during the year review, there were no cases filed pursuant to Sexual Harassment of Woman at workplace (Prevention, Prohibition and Redressal) Act, 2013.

viii) Extract of Annual Return :

The details forming part of the extract of the Annual Return is enclosed as Annexure- V

ACKNOWLEDGEMENTS

Directors wish to express their grateful appreciation for assistance and co-operation received from various Departments of Central & State Governments and Banks during the year under review. Your Directors also wish to place on record their appreciation for the committed services of all the associates, vendors of the Company.

Place: Jaipur For and on Behalf of the Board of Directors Date: 27 th May, 2015 Sd/- (RAJEEV MUKHIJA) Managing Director DIN No. 00507367 Sd/- (SHYAM SUNDER MUKHIJA) Director DIN:01552629


Mar 31, 2014

Dear Members,

The Board of Directors have pleasure to present the in presenting the 30th Annual Report and Statement of Accounts for the year ended 31st March, 2014

FINANCIAL RESULTS

Particulars For the Year For the Year ended ended 31st March, 2014 31st March, 2013

Profit for the Year 80,93,487 93,14,339

Less: Depreciation 64,12,570 75,14,164

Profit before Tax 16,80,917 18,00,175

Current Tax 8,60,628 4,57,363

MAT credit revert back (Recognized) - 1,80,435

Deferred Tax Provision (5,00,873) (2,42,643)

Profit after Tax 13,21,162 14,05,021

Profit brought forward from last year 17,809,480 16,404,459

Profit carried over to Balance Sheet 19,130,642 17,809,480

OPERATIONS & FUTURE PROSPECTS

During the year company has achieved sales of Rs.3582.61 lacs (P.Y.Rs. 3036.88 lacs).

DIVIDEND

The Board of Directors does not recommend any dividend for the year.

DIRECTORS

Shri Shyam Sunder Mukhija, Director of the company, retires by rotation at the ensuing Annual General Meeting and is eligible for reappointment.

Shri Manish Mandhana, Shri Anil Laddha and Shri Anil Dasot Director of the company, appointed as an Independent Director.

PARTICULARS OF EMPLOYEES

There is no person in the employment of the company drawing remuneration exceed as per section 217 (2A) of the Companies Act,1956.

AUDITOR''S QUALIFICATION

The company is consistently following its Accounting Policy (1-F) in regard to Gratuity. However, the company has ascertained the gratuity liability and the same has been provided in this year.

AUDITORS

M/s O P Dad & Co., Chartered Accountants and Auditors of the Company will retire at the conclusion of the ensuing Annual General Meeting of the Company and being eligible, offer themselves for re-appointment. The Board of Directors recommend for their re-appointment.

CORPORATE GOVERNANCE

The Company is committed to maintain the high standards of Corporate Governance. Your Directors adhere to the requirements set out in the listing Agreement with the Stock Exchanges and have implemented all the prescribed requirements. Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, the Report on Corporate Governance and Management Discussions & Analysis have been incorporated in the Annual Report and forms an integral part of the Directors'' Report.

PARTICULARS WITH RESPECT OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO.

As regards disclosure U/S 217 (1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earning and outgo is given in the Annexure "A".

DIRECTOR''S RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Director''s Responsibility Statement, it is hereby confirmed :

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2014 the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate account- ing 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;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2014 on a ''going concern'' basis.

APPRECIATION

The Board records its appreciation for the sincere co-operation and guidance from Financial Institutions, Banks and Central and State Government Authorities.

On behalf of the Board of Directors Sd/- (RAJEEV MUKHIJA) Managing Director Place: Jaipur DIN NO. 00507387 Dated: 24th May, 2014 Sd/- (SHYAM SUNDER MUKHIJA) Director DIN:01552629


Mar 31, 2013

To THE MEMBERS,

The Board of Directors have pleasure to present the in presenting the 29th Annual Report and Statement of Accounts for the year ended 31st March, 2013

1. FINANCIAL RESULTS

31st March, 2013 31 at March, 2012

Profit for the Year 93,14,339 75,24*949

Less: Depreciation 75,14,164 58,58,190

Profit before Tax 18,00,175 16,66,759

Current Tax 4,57,363 3,25,109

MAT credit revert back (Recognized) 1,80,435 (1,80,435)

Deferred Tax Provision (2,42,643) 3,78,222

Profit after Tax 14,05,021 11,43,863

Profit brought forward from last year 16,404,459 15,260,596

Profit carried over to Balance Sheet 17,809,480 16,404,459

OPERATIONS & FUTURE PROSPECTS

During the year company has achieved sales of Rs.3036.88 lacs (P.Y.Rs. 2985.41 lacs).

Dividend

The Board of Directors do not recommend any dividend for the year.

DIRECTORS

Shri Anil Laddha and Shri Manish Mandhana, Director of the company, retires by rotation at the ensuing Annual General Meeting and are eligible for reappointment.

PARTICULARS OF EMPLOYEES

There is no person in the employment of the company drawing remuneration exceed as per section 217 (2 A) of the Companies Act, 1956.

AUDITOR S QUALIFICATION

The company is consistently following its Accounting Policy (1-F) in regard to Gratuity. However, the company has ascertain the gratuity liability and the same has been provided in this year.

AUDITORS

M/S O P Dad & Co. Chartered Accountants, Bhilwara to hold office as a Auditor of the Company from ensuing Annual general Meeting to next Annual General Meeting of the Company, subject to approval of members. The company has obtained a certificate as required u/s 224 of the Companies Act,1956 from M/S OP Dad & Co. Chartered Accountants to the effect that their appointment, if made would be in conformity with the limits specified in the said section.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis, Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of corporate governance are made a part of the Annual Report.

DIRECTOR S RESPONSIBILITY STATEMENT

Pursuant to, the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Director''s Responsibility Statement, it is hereby confirmed :

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2013 the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2013 on a going concern'' basis. ''

APPRECIATION

The Board records its appreciation for the sincere co-operation and guidance from Financial Institutions, Banks and Central and State Government Authorities.

For and on behalf of the Board

NUTECH GLOBAL LIMITED

Sd/-

(RAJEEV MUKHWA)

Managing Director

Jaipur Sd/-

Dated : 24th May, 2013 (SHYAM SUNDER MUKHiJA)

Director


Mar 31, 2012

The Board of Directors have pleasure to present the in presenting the 28th Annual Report and Statement of Accounts for the year ended 31st March, 2012

1. FINANCIAL RESULTS

For the Year ended For the Year ended

31st March, 2012 31st March, 2011

Profit for the Year 75,24,949 61,30,922

Less: Depreciation 58,58,190 51,48,219

Profit before Tax 16,66,759 9,82,703

Current Tax 3,25,109 2,27,514

MAT credit revert back (Recognised) (1,80,435) -

Deferred Tax Provision 3,78,222 (1,74,773)

Profit after Tax 11.43.863 9.29.963

Profit brought forward from last year 15,260,596 14,330,633

Profit carried over to Balance Sheet 16,404,459 15,260,596

OPERATIONS & FUTURE PROSPECTS

During the year company has achieved sales of Rs.2985.41 lacs(P.Y.Rs. 2734.67 lacs).

Dividend

The Board of Directors do not recommend any dividend for the year.

DIRECTORS

Shri Anil Dasot and Smt. Radhika Mukhija, Director of the company, retires by rotation at the ensuing Annual General Meeting and are eligible for reappointment.

PARTICULARS OF EMPLOYEES

There is no person in the employment of the company drawing remuneration exceed as per section 217 (2A) of the Companies Act, 1956.

AUDITOR'S QUALIFICATION

The company is consistently following its Accounting Policy (1-F) in regard to Gratuity. However, the company has ascertain the gratuity liability and the same has been provided in this year.

AUDITORS

M/S O P Dad & Co. Chartered Accountants, Bhilwara to hold office as a Auditor of the Company from ensuing Annual general Meeting to next Annual General Meeting of the Company, subject to approval of members. The company has obtained a certificate as required u/s 224 of the Companies Act ,1956 from M/S O P Dad & Co. Chartered Accountants to the effect that their appointment, if made would be in conformity with the limits specified in the said section.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis, Corporate Governance Report and Auditors' Certificate regarding compliance of conditions of corporate governance are made a part of the Annual Report.

PARTICULARS WITH RESPECT OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO.

As regards disclosure U/5i 2f7 (1) (e) of the Gomp&nies AcU956 read wtfrthe Ccmp8nies (E)isclo- sure of particulars in the report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earning and outgo is given in the Annexure "A".

DIRECTOR'S RESPONSIBiyTY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Director's Responsibility Statement, it is hereby confirmed :

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2012 the applicable accounting standards bad been followed along with proper explanation relating to material departures; s

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2012 on a 'going concern' basis.

APPRECIATION

The Board records its appreciation for the sincere co-operation and guidance from Financial Institutions, Banks and Central and State Government Authorities.

On behalf of the Board of Directors Sd /-

Jaipur (RAJEEV MUKHIJA)

Dated:25th May, 2012 Managing Director

Sd /-

(SHYAM SUNDER MUKHIJA)

Director


Mar 31, 2010

The Board of Directors have pleasure to present the 26th Annual Report and Statement of Accounts for the year ended 31st March, 2010.

1. FINANCIAL RESULTS

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

Profit for the year 56,15,423.14 58,22,145.59

Less: Depreciation 50,63,15 .64 74,09,857.71

Profit before tax 5.52.267.50 (15,87,712.12)

Prior period item 53,378.00 (31510.00)

Provision for tax 85,325.00 1,01,363.08

Fringe Benefit Tax 1,590.00 94077.00

Deferred Tax Provision 4,14,336.00 (5,85,230.00)

Profit after tax (2,361.50) (12,29,432.36)

Profit brought forward from last year 14,332,994.54 15,562,426.90

Profit carried over to Balance Sheet 14,330,633.04 1,43,32,994.54

OPERATIONS & FUTURE PROSPECTS

During the year company has achieved sales of Rs.2471.93 lacs(P.Y.Rs. 2419.29 lacs).

DIVIDEND

The Board of Directors do not recommend any dividend for the year.

DIRECTORS

Shri Manish Mandhana and Shri Anil Dasot .Director of the company, retires by rotation at the ensuing Annual General Meeting and are eligible for reappointment.

PARTICULARS OF EMPLOYEES

There is no person in the employment of the company drawing remuneration exceed as per section 217 (2A) of the Companies Act, 1956.

AUDITORS QUALIFICATION

The company is consistently following its Accounting Policy (1-F) in regard to Gratuity. However, the company has ascertain the gratuity liability and the same has been provided in this year.

AUDITORS

M/s B.KHOSLA & Co., Chartered Accountants, M.I.Road, Jaipur will cease to hold office as Auditors of the Company in the ensuing Annual General Meeting of the Company . The Board records its grateful apprecia- tion for the sincere efforts and valuable guidance which has been given time to time by the Auditors B.KhosIa & Co. Chartered Accountants, Jaipur The Board of Directors propose to appoint M/S O P Dad & Co. Chartered Accountants, Bhilwara to hold office as a Auditor of the Company from ensuing Annual general Meeting to next Annual General Meeting of the Company, subject to approval of members. The company has obtained a certificate as required u/s 224 of the Companies Act , 1956 from M/S O P Dad & Co. Chartered Accountants to the effect that their appointment, if made would be in conformity with the limits specified in the said section.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis, Corporate Governance Report and Auditors Certificate regarding compliance of conditions of corporae governance are made a part of the Annual Report.

PARTICULARS WITH RESPECT OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOR- EIGN EXCHANGE EARNING AND OUTGO.

As regards disclosure U/S 217 (1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earning and outgo is given in the Annexure "A".

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors

Responsibility Statement, it is hereby confirmed :

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2010 the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 year under review;

(iii) - that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financ.al year ended 31st March, 2010 on a going concernbasis.

APPRECIATION

The Board records its appreciation for the sincere co-operation and guidance from Financial Institutions, Banks, Central and State Government Authorities.

On behalf of the Board of Directors

(RAJEEV MUKHIJA)

Sd/- Managing Director Bhilwara Dated:31st May, 2010 Sd/- (SHYAM SUNDER MUKHIJA) Director

 
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