Mar 31, 2014
The Members,
Omkar Overseas Limited
Ahmedabad
The Directors have pleasure in presenting herewith their 18th Annual
Report together with Audited Financial Accounts for the year ended 31st
March, 2014:
FINANCIAL RESULTS: Rs in Lacs)
Financial Results Current Year Previous Year
2013-14 2012-13
Total Income 1300.75 878.23
Total Expenditure 1295.40 873.57
Profit (Loss) before making provision for
Interest, 5.35 4.65
Depreciation and Taxation Less:
1. Interest 0.00 0.00
2. Depreciation 0.00 0.00
3. Income Tax 1.25 1.00
Profit for the Year 4.10 3.65
DIVIDEND:
In view of the lesser profit in the current year, your Directors do not
recommend any dividend. PRESENT OPERATIONS & FUTURE PROSPECTS:
During the year under review the income of company wasRs. 1300.75 Lacs
compared to the previous years of Rs. 878.23 Lacs. The Company has made
profit ofRs. 4.10 Lacs as compared to Profit of Rs. 3.65 Lacs in previous
year. The company is succeeded in increasing its profits during the
year under review. Your directors are hopeful to achieve better results
in future.
LISTING:
The Shares of the Company are listed at Ahmedabad Stock Exchange
Limited and the Bombay Stock Exchange Limited. And pursuant to Clause
38 of the Listing Agreement the Annual Listing fees have been duly paid
to the each Stock Exchange(s).
The Company has also paid the annual custodian fees to NSDL & CDSL for
the Securities of the Company held in dematerialized mode with them for
the year 2014-15.
During the year under review, as per the Securities and Exchange Board
of India (Delisting of Equity Shares) Regulations, 2009, the company
has passed special resolution in its Extra Ordinary General Meeting
held on 31.03.2014 for voluntary delisting of its Equity Shares from
Ahmedabad Stock Exchange Limited, and the said procedure is still under
process.
INSURANCE:
All properties and insurable interests of the Company including Stocks,
Spares etc. wherever necessary and to the extent required have been
adequately insured.
DIRECTORS:
Mr. Harikishan L. Agarwal, Director ofthe Company has resigned as
DirectorW.e.f. 31.03.2014. The Board expresses their sincere gratitude
towards the services rendered by him during the tenure of his service.
Impending notification of Section 149 and other applicable provisions
ofthe Companies Act, 2013 and Clause
49 (ii) of the Listing Agreement appointment of Independent Director
are required.
Mr. Niranjan D. Agarwal & Mr. Shivbhagwan R. Bohra, Directors of the
Company, are being appointed as Independent Directors forfive
consecutive year''s upto 31.03.2019 as perthe provisions ofSection 149
and other applicable provisions of the Companies Act, 2013.
All the Directors of the Company have confirmed that they are not
disqualified from being appointed as Directors in terms ofSection 164
of the Companies Act, 2013.
Your directors recommend their appointment / reappointment.
DIRECTORS RESPONSIBILTYSTATEMENT:
Pursuantto Section 217 (2AA) of Companies Act, 1956, it is hereby
confirm:
a) that in the preparation of the annual accounts financial year ended
31st March, 2014, the applicable accounting standards have been
followed and there is no material departure from the same;
b) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give 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 year;
c) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
d) that the Directors have prepared the annual accounts for the
financial year ended 31st March, 2014 on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:
The Company has not carried any activities relating to the conservation
of energy. The Company has not acquired any technologies during the
year under review.
FOREIGN EXCHANGE EARNINGS/OUTGO:
The Company has not made the Foreign Exchange earning during the
financial year. There is no foreign exchange expense during the year.
PARTICULARS OF EMPLOYEES:
Provisions of Section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules,1975 are not applicable to
the Company, since none of the employees of the Company was in receipt
of total remuneration of Rs. 5,00,000/- p.m. orRs. 60,00,000/-p.a. during
the financial year under review.
CORPORATE GOVERNANCE:
A separate report on the Corporate Governance as prescribed by the
Listing Agreement of the relevant Stock Exchange forms part of the
Annual Report 2013-14 along with Auditor1 statement on its compliance.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
This has been dealt with in the separate annexure to this report.
PUBLIC DEPOSITS:
During the year under report your Company has not accepted deposit from
public as envisaged by the provisions of the Companies Act.
COMPLIANCE CERTIFICATE:-
A Certificate pursuant to Section 383A of the Companies Act, 1956 read
with the Companies (Compliance Certificate) Rules, 2001 issued by a
Practicing Company Secretary is attached hereto.
AUDITORS AND THEIR REPORT:
The Statutory Auditors ofthe Company, M/s. Nahta Jain & Associates,
Chartered Accountants, retire at the conclusion of the forthcoming
Annual General Meeting and are eligible for re-appointment. The Audit
Committee and the Board recommend the re- appointment of M/s. Nahta
Jain & Associates, Chartered Accountants, as Statutory Auditors and the
Company has received a certificate from the Statutory Auditors to the
effect that their re-appointment, if made, would be within the limits
prescribed under Section 141 of the Companies Act, 2013.
PERSONNEL:
Relations continued to be cordial and harmonious during the year under
review with the staff and officers ofthe Company. Directors wish to
place on record their appreciation for the co-operation received from
the staff and officers at all levels.
ACKNOWLEDGMENT
Your Directors place on record their sincere thanks for the continuous
support of the Financial Institutions, Banks, Central and State
Governments, valued Customers and devoted staff for their continuous
contribution to the growth of Company.
The Directors also express their gratitude to the shareholders for the
confidence reposed in the management.
Registered Office: By Order of the Board
212, New Cloth Market, OF OMKAR OVERSEAS LIMITED
O/S. Raipur Gate,
Ahmedabad - 380 002
Ramesh Deora
Dated: 29th May, 2014 Chairman
DIN:01135440
Mar 31, 2011
The Members,
Omkar Overseas Limited
Ahmedabad
The Directors have pleasure in presenting herewith their 15th Annual
Report together with Audited Financial Accounts for the year ended 31st
March, 2011:
FINANCIAL RESULTS
(Rs. in Lacs)
2010 - 11 2009 - 10
Sales & other income 410.18 1969.10
Profit before making provisions
for Interest, Depreciation and Taxation 1.40 (66.52)
1. Interest 0.00 0.00
2. Depreciation 0.00 1.42
3. Provision for Taxation 0.20 0.00
4. Fringe Benefit Tax 0.00 0.00
5. Profit for the Year 1.20 (67.94)
Add. Balance brought forward (596.79) (530.91)
Balance carried to Balance Sheet (595.59) (596.79)
DIVIDEND:
In view of the lesser profit in the current year and losses of previous
years, your Directors do not recommend any dividend.
PRESENT OPERATIONS & FUTURE PROSPECTS:
During the year under review turnover of company was Rs. 410.18 Lac as
compared to the previous year's turnover of Rs. 1969.10 Lacs. The
Company has made profit of Rs. 1.20 Lac as compared to Loss of Rs.
67.94 Lac in previous year. The net margin of income was very low due
to stiff competition in the textile trading and normal recurring
expenditure incurred during the year under review.
Your Company has made a nominal profit for the Financial year
2010-2011, due to stiff competition and general recessionary trend
prevailing in the market all over the world. Your directors are hopeful
to achieve better results in future.
LISTING:
The Shares of the Company are listed at Ahmedabad Stock Exchange
Limited, the Regional Stock Exchange and the Bombay Stock Exchange
Limited. Listing fees have been duly paid to the each Stock Exchanges.
INSURANCE:
All properties and insurable interests of the Company including Stocks,
Spares etc. wherever necessary and to the extent required, have been
adequately insured.
DIRECTORS:
Shri Shivbhagwan Bohra and Shri Niranjan Agarwal, Directors of the
Company retire by rotation at the ensuing Annual General Meeting and
being eligible offer themselves for reappointment. Your Directors
recommend their reappointment.
Shri Shankarlal Agarwal and Shri Subhash Agarwal, Directors of the
Company had resigned from the office of the director we.f. 24th March,
2011. The Board express their sincere gratitude towards the services
rendered by them during the tenure of their service.
The Board of Directors had appointed Shri Ramesh Deora and Shri Sumit
Agarwal as Additional Directors of the Company with effect from 24th
March, 2011 to hold the office upto the date of Annual General Meeting.
Your Directors recommend their reappointment as director.
DIRECTORS RESPONSIBILTY STATEMENT:
Pursuant to Section 217(2AA) of Companies Act, 1956, it is hereby
confirmed:
a) that in the preparation of the annual accounts financial year ended
31st March, 2011, the applicable accounting standards have been
followed and there is no material departures from the same;
b) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give 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 year;
c) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
d) that the Directors have prepared the annual accounts for the
financial year ended 31 st March, 2011 on a going concern' basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:
The Company has not carried any activities relating to the conservation
of energy. The Company has not acquired any technologies during the
year under review.
FOREIGN EXCHANGE EARNINGS / OUTGO:
The Company has not made the Foreign Exchange earning during the
financial year. There is no foreign exchange expense during the year.
PARTICULARS OF EMPLOYEES:
Provisions of Section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules,1975 are not applicable to
the Company, since none of the employees of the Company was in receipt
of total remuneration of Rs. 5,00,000/- p.m. during the financial year
under review.
CORPORATE GOVERNANCE:
A separate report on the Corporate Governance as prescribed by the
Listing Agreement of the relevant Stock Exchange forms part of the
Annual Report 2010-11 along with Auditor' statement on its compliance.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
This has been dealt with in the separate annexure to this report.
FIXED DEPOSITS:
The Company has not accepted any deposits from public during the year
under review.
AUDITORS AND THEIR REPORT:
You are requested to appoint Auditors for the Current Year to hold
office from the conclusion of the Annual General Meeting until the
conclusion of the next Annual General Meeting and to fix their
remuneration.
The Company has received Certificate U/s. 224(1B) of the Companies Act,
1956 from M/s. Nahta Jain & Associates, the Auditors of the Company
signifying that the reappointment, if made, at the ensuing Annual
General Meeting, will be within the limits specified. The report of the
Auditor is self-explanatory and has been suitably dealt with in the
notes to accounts.
PERSONNEL:
Relations continued to be cordial and harmonious during the year under
review with the staff and officers of the Company. Directors wish to
place on record their appreciation for the co-operation received from
the staff and officers at all levels.
ACKNOWLEDGMENT
Your Directors place on record their sincere thanks for the continuous
support of the Financial Institutions, Banks, Central and State
Governments, valued Customers and devoted staff for their continuos
contribution to the growth of Company.
The Directors also express their gratitude to the shareholders for the
confidence reposed in the management.
By Order of the Board
OF OMKAR OVERSEAS LIMITED
Champalal Agarwal
Chairman
Registered Office :
212, New Cloth Market,
O/S. Raipur Gate,
Ahmedabad - 380 002
Dated : 12th May, 2011
Mar 31, 2010
Not Available
Mar 31, 2009
The Directors have pleasure in presenting herewith their 13th Annual
Report together with Audited Financial Accounts for the year ended 31st
March, 2009:
FINANCIAL RESULTS
( Rs. in Lacs )
PARTICULARS 2008- 09 2007-08
Sales & other income 2176.36 2276.49
Profit before making provisions
for Interest, Depreciation
and Taxation 12.19 48.51
1. Interest 0.00 0.00
2. Depreciation 1.55 1.55
3. Provision for Taxation 1.25 5.23
4. Fringe Benefit Tax 0.00 0.02
5. Profit for the Year 9,27 41.43
Add. Balance brought forward (539.60) (581.33)
Balance carried to Balance Sheet (530.91) (539.60)
DIVIDEND
In view of lesser profits available for appropriation and to conserve
the resources your Directors do not recommend any dividend.
PRESENT OPARATIONS & FUTURE PROSPECTS
During the year under review sales & other income of company was
Rs.2176.36 Lacs compared to the previous years of Rs. 2276.49 Lacs.
The income was adversely affected by heavy cost of purchases during the
year. The Company has earned net profit of Rs.9.27 Lacs as compared to
profit of Rs.41.43 in previous year.
The general recessionary trend in domestic market for the products in
which the Company is dealing made the financial year 2008-2009 a
difficult for many companies. Your Company earned the negligible profit
for the Financial year 2008-2009, due to general recessionary trend
prevailing in the market all over the world. Your directors are hopeful
to achieve better results in future.
LISTING
The Shares of the Company are listed at Ahmedabad Stock Exchange
Limited, the Regional Stock Exchange and the Bombay Stock Exchange
Limited. Listing fees have been duly paid to the each Stock Exchange.
INSURANCE
All properties and insurable interests of the Company including
Building, Plant and Machineries, Stocks, Spares etc. wherever necessary
and to the extent required, have been adequately insured.
DIRECTORS
Shri Shivbhagvan Brohra and Shri Subhashchand Agarwal, Directors of the
Company retire by rotation at the ensuing Annual General Meeting and
being eligible offer themselves for reappointment. Your Directors
recommend their reappointment.
DIRECTORS RESPONSIBILTY STATEMENT
Pursuant to Section 217(2AA) of Companies Act, 1956, it is hereby
confirm:
a) that in the preparation of the annual accounts financial year ended
31st March, 2009, the applicable accounting standards have been
followed and there is no material departures from the same;
b) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give 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 year;
c) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
d) that the Directors have prepared the annual accounts for the
financial year ended 31st March, 2009 on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION
The Company has not carried any activities relating to the conservation
of energy. The Company has not acquired any technologies during the
year under review.
FOREIGN EXCHANGE EARNINGS / OUTGO
The Company has not earned the Foreign Exchange earning during the
financial year. There is no foreign exchange expenses during the year.
PARTICULARS OF EMPLOYEES
Provisions of Section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975 are not applicable to
the Company, since none of the employees of the Company was in receipt
of total remuneration of Rs.2,00,000/- p.m. during the financial year
under review.
AUDIT COMMITTEE
The Company has constituted an Audit Committee pursuant to the
provision of the Section 292A of the Companies Act, 1956, and as
required under Clause 49 of Listing Agreement, details of which is
given separately in the Report of Corporate Governance.
CORPORATE GOVERNANCE
A separate report on the Corporate Governance as prescribed by the
Listing Agreement of the relevant Stock Exchange forms part of the
Annual Report 2008-09 along with Auditor statement on its compliance.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
This has been dealt with in the separate annexure to this report.
AUDITORS AND THEIR REPORT
You are requested to appoint Auditors for the Current Year to hold
office from the conclusion of the Annual General Meeting until the
conclusion of the next Annual General Meeting and to fix their
remuneration.
The Company has received Certificate U/s. 224(1B) of the Companies Act,
1956 from M/S Nahta Jain & Associates, the Auditors of the Company
signifying that the reappointment if made, at the ensuing Annual
General Meeting, will be within the limits specified. The report of the
Auditor is self explanatory and have been suitably dealt with in the
notes to accounts.
PERSONNEL
Relations continued to be cordial and harmonious during the year under
review with the staff and officers of the Company. Directors wish to
place on record their appreciation for the co-operation received from
the staff and officers at all levels.
ACKNOWLEDGMENT
Your Directors place on record their sincere thanks for the continuous
support of the Financial Institutions, Banks, Central and State
Governments, valued Customers and devoted staff for their continuos
contribution to the growth of Company.
The Directors also express their gratitude to the shareholders for the
confidence reposed in the management.
Registered Office : By Order of the Board
212, New Cloth Market, For OMKAR OVERSEAS LIMITED
O/S. Raipur Gate,
Ahmedabad-380 002
Dated : 27th June, 2009 Champalal Agarwal
Chairman & Managing Director