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Directors Report of Oracle Credit Ltd.

Mar 31, 2015

Dear Members,

The Directors are pleased to present the Twenty-Fifth Annual Report together with the Audited Accounts for the year ended 31st March, 2015.

1. FINANCIAL RESULTS

(Amount in Rs.)

PARTICULARS CURRENT YEAR PREVIOUS YEAR

Operating Income 22,99,491 7,69,754

Other Income 1,35,265 13,439

Less: Depreciation 20,843 16,644

Tax 91,052 24,823

Profit After Tax 2,64,352 1,02,773

Less: Amount transferred to RBI Reserve 52,870 20,555 Fund A/c

Net Profit 2,11,482 82,218

Add: Balance brought forward from (16,01,747) (15,53,961) previous year

Provision for Taxes - (1,30,004)

Provision for Adjustment of Fixed Assets (4,113) -

Balance Carried Forward to Balance Sheet (13,94,377) (16,01,747)

Note: Figures are regrouped wherever necessary to make the information comparable.

2. DIVIDEND

The Board has not proposed any dividend for the Financial Year 2014-15.

3. PUBLIC DEPOSITS

The Company has not accepted any deposits from public during the year under review and the Board of Directors has passed a resolution that the Company will not accept public deposit during 2015- 16.

4. YEAR IN RETROSPECT

Operating profits for the current year increased by 198.73% over that of the previous year while the Profit Before Tax (PBT) increased by 178.53% from Rs. 1,27,596 in Financial Year 2014 to Rs. 3,55,405 during the year under review. Profit After Tax (PAT) increased by 157% from Rs. 1,02,773 in Financial Year 2014 to Rs. 2,64,352 in the current year.

The Company has applied for listing its Equity Share on BSE Ltd. after SEBI withdrew the recognition of Delhi Stock Exchange and U.P. Stock Exchange vide its Order dated 19th November, 2014 and 09th June, 2015. The application is under process and the Company is positive about listing of its shares on BSE Ltd.

There is no change in the nature of business during the year under review.

No order has been passed by any Regulator of Court or Tribunal, which can impact the going concern status of the Company and its Operations in future.

Through the year the team worked hard to improve the services and to offer a competitive marketing edge to the business.

5. ASSOCIATE COMPANY

The Company has one Associate Company:

Jain Insurance Brokers Private Limited (JIBPL) is an Insurance Company established in year 2002. The Company holds 49% of the ordinary voting shares of JIBPL. During the year, JIBPL reported a turnover of Rs. 66,14,009 and a Profit After Tax of Rs. 2,40,122.

In accordance with the third proviso of the Rule 6 of the Companies (Accounts) Rules, 2014, a Company which does not have Subsidiary(ies) but has one or more Associate Company or Joint Venture(s) or both, such Company is not required to prepare Consolidated Financial Results for the Financial Year 2014- 15.

However, the audited accounts of the Associate Company is placed on the website of the Company and the same is open for inspection by any member at the Registered Office of the Company on any working day between 2.00 p.m. and 4.00 p.m. and the Company will make available a copy thereof to any member of the Company who may be interested in obtaining the same.

The Company does not have any material subsidiary. The Policy on the Material Subsidiary framed by the Board of Directors is available on the following web link:

h ttp://www.oraclecredit.co.in/pdf/DETERMINING%20MATERIAL %20SUBSIDIARY%20POLICY.pdf

6. REPORTS ON MANAGEMENT DISCUSSION ANALYSIS AND CORPORATE GOVERNANCE

As required under the Listing Agreement with Stock Exchanges ("Listing Agreement"), Management Discussion and Analysis Report and Corporate Governance Report are annexed as Annexure 1 and Annexure 2 respectively to this Report.

7. EMPLOYEES RELATIONS

The relationship with the employees remained cordial and harmonious during the year and the management received full co- operation from the employees.

8. DIRECTORATE

Pursuant to the provisions of the Act, Mrs. Meena Jain retires by rotation at the ensuing Annual General Meeting, and being eligible, offers herself for re- appointment.

The Board of Directors appointed Mr. Ashok Kumar Jain as the Managing Director for a period of 05 (five) years w.e.f. 30th October, 2014 subject to approval of the Members at the ensuing Annual General Meeting.

9. EXTRACT OF THE ANNUAL RETURN

Extract of the Annual Return for the Financial Year ended on 31st March, 2015 as required by Section 92(3) of the Act is annexed as Annexure 3 to this Report.

10. NUMBER OF BOARD MEETINGS

During the year the Board of Directors met 08 (eight) times. The details of the Board Meetings are provided in the Corporate Governance Report.

11. DIRECTORS RESPONSIBILITY STATEMENT

As required under the provisions of Section 134 of the Act, your Directors report that:

i. In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation 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 profits of 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 Act 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 (as required by Explanation to Section 134(5)(e) of the Act) to be followed by the Company and such internal financial controls are adequate and are operating effectively.

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

12. DECLARATION BY INDEPENDENT DIRECTORS

The following Directors are Independent in terms of Section 149(6) of the Act and Clause 49 of the Listing Agreement:

(i) Mr. Girish Chand Jain

(ii) Mr. Surinder Kumar Nagpal

The Company has received requisite declarations/ confirmations from all the above Directors confirming their Independence.

13. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The requisite details as required by Section 134(3) (e), Section 178(3) & (4) and Clause 49 of the Listing Agreement are annexed as Annexure 4 to this Report.

14. AUDITORS REPORT

There are no qualifications, reservations or adverse remarks or disclaimers made by the Auditors in their report on the Financial Statements of the Company for the Financial Year ended on 31st March, 2015.

15. PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS UNDER SECTION 186 OF THE ACT

Particulars of loans given by the Company as at 31st March, 2015 are given in the Notes forming part of the Financial Statements. During the Financial Year under review, the Company did not make any investments. Being an NBFC, new loans were given to individuals and Body Corporate during the year under review.

16. RELATED PARTY TRANSACTIONS

There were no related party transactions during the year under report and no materially significant related party transactions has been made by the Company during the year. Related Party Transaction Policy is available on web link:

http://www.oraclecredit.co.in/pdf/RELATED%20PARTY%20TRANSACTION%20POLIC Y.pdf

17. STATE OF COMPANY'S AFFAIRS

The state of the Company's affairs is given under the heading "Year in Retrospect" and in Management Discussion and Analysis Report which is annexed to the Directors' Report.

18. SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Act, the Secretarial Audit Report for the Financial Year ended 31st March, 2015 given by Mr. Khalid Omar Siddiqui, Practicing Company Secretary is annexed as Annexure 5 to this Report.

19. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

No material changes and commitments affecting the financial position of the Company have occurred between the end of the Financial Year to which the Financial Statements relate and the date of this Directors' Report.

20. ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE

Not Applicable

21. RISK MANAGEMENT POLICY

The Company has a structured Risk Management Policy. The Risk Management Process is designed to safeguard the organization from various risks through adequate and timely actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are integrated with management process such that they receive the necessary consideration during the decision making. It is dealt with in greater details in management discussion and analysis section. The Risk Management Policy has been posted on the website of the Company and is available at h ttp://www.oraclecredit.co.in/pdf/Risk%20M an agemen t%20Policy1 .pdf

22. ANNUAL PERFORMANCE EVALUATION

In compliance with the provisions of the Act and Clause 49 of the Listing Agreement, the performance evaluation was carried out as under:

Board:

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the Board of Directors evaluated the performance of the Board, having regard to various criteria such as Board composition, Board processes, Board dynamics etc. The Independent Directors, at their separate meetings, also evaluated the performance of the Board as a whole based on various criteria. The Board and the Independent Directors were of the unanimous view that performance of the Board of Directors as a whole was satisfactory.

Committees of the Board:

The performance of the Audit Committee, the Nomination and Remuneration Committee and the Stakeholders Relationship Committee was evaluated by the Board having regard to various criteria such as committee composition, committee, processes, committee dynamics etc. The Board was of the unanimous view that all the committees were performing their functions satisfactorily and accordingly to the mandate prescribed by the Board under the regulatory requirements including the provisions of the Act, the Rules framed there under and the Listing Agreement.

Individual Directors:

(a) Independent Directors: In accordance with the criteria suggested by the Nomination and Remuneration Committee, the performance of each Independent Director was evaluated by the entire Board of Directors (except the Director being evaluated) on various parameters like engagement, leadership, analysis, decision making communication, governance and interest of stakeholders. The Board was of the unanimous view that each Independent was a reputed professional and brought his rich experience to the deliberations of the board and it was concluded that continuance of each Independent Director on the Board will be in the interest of the Company.

(b) Non- Independent Directors: The performance of the Non- Independent Directors was evaluated by the Independent Directors at their separate meeting. Further, their performance was also evaluated by the Board of Directors. The various criteria considered for the purpose of evaluation included leadership, engagement, transparency, analysis, decision making, functional knowledge, governance and interest of stakeholders. The Independent Directors and the Board were of unanimous view that each of the Non- Independent Directors was providing good business.

23. DISCLOSURE UNDER SECTION 197(12) AND RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

The requisite details relating to ratio of remuneration, percentage increase in remuneration etc. as stipulated under the above Rules are annexed as Annexure 6 to this Report.

24. DISCLOSURE UNDER RULE 5(2) AND 5(3) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

Not Applicable

24. AMOUNT CARRIED TO RBI RESERVE FUND ACCOUNT

The Company has transferred Rs. 52,870 to its RBI Reserve Fund Account for the year 2014- 15 as compared to Rs. 20,555 transferred in previous year.

25. ORDERS BY REGULATORS, COURTS OR TRIBUNALS

No significant and/ or material orders were passed by any regulator or Court or tribunal impacting the going concern status and the Company's operations in future.

26. INTERNAL CONTROL

The Company has proper and adequate system of internal control to ensure that all the activities are monitored and controlled against any misuse or disposition of assets and that all the transactions are authorized, recorded are reported correctly. The Audit Committee of the Board of Directors reviews the adequacy of internal control.

27. AUDITORS

At the 24th AGM held on 19th September, 2014, M/s Rakesh Raj & Associates, Chartered Accountants, were inadvertently appointed as the Auditors of the Company for a total period of 04 (four) years, from the conclusion of 24th Annual General Meeting until the conclusion of 28th Annual General Meeting instead of 03 (three) years which was the maximum number of consecutive years for which the auditor firm may be appointed in the same Company as per the Section 139(2) of Companies Act, 2013 and Rule 6 of the Companies (Audit and Auditors) Rules, 2014.

Therefore, in accordance with Section 139 of the Act, Members are requested to appoint M/s Rakesh Raj & Associates, the Statutory Auditors for the remaining permissible period of 02 (two) years i.e. to hold office from the conclusion of 25th Annual General Meeting until the conclusion of 27th Annual General Meeting (subject to ratification of the appointment by the Members, at every Annual General Meeting held after 25th Annual General Meeting). The specific notes forming part of the accounts referred to in the Auditor's Report are self- explanatory and give complete information.

28. APPRECIATION

The Directors wish to place on record their appreciation of the devoted services of the employees, who have largely contributed to the efficient management of your Company. The Directors also place on record their appreciation for the continued support from the shareholders, the lenders and other associates.

29. CORPORATE SOCIAL REPONSIBILITY

Company is not required to constitute CSR Committee and comply with provisions contained in sub- section (2) to (5) of Section 135 as it does not meet the criteria laid down in Section 135(1) of the Companies Act, 2013.

For and on behalf of the Board,

Place: New Delhi Ashok Kumar Jain Date: 10th August, 2015 Chairman cum Managing Director


Mar 31, 2014

Dear Members,

The Directors take pleasure in presenting the 24th (Twenty Fourth) Annual Report along with the Audited Statement of Accounts of the Company for the year ended 31st March, 2014.

FINANCIAL RESULTS In Rs. In Rs.

Particulars 2013-2014 2012-2013

Income 7,83,193 9,57,924

Less: Depreciation 16,644 22,647

Less: Expenditure 6,38,953 5,88,927

ProfitZ(Loss) before Tax

1,27,596 3,46,350

Less: Provision for taxation 24,823 (1,68,279)

Profit/ (Loss) after tax 1,02,773 5,14,629

Less: Amount transferred to 20,555 1,02,926

RBI Reserve Fund A/c

Net Profit 82,218 4,11,703

Add: Bal. B/f from last year (15,53,961) (19,65,664)

Add: Provision for Taxes earlier Years (1,30,004) -

Balance C/o to B/S (16,01,747) (15,53,961)

DIVIDEND:

The Board has not proposed any dividend for the Financial Year 2013-2014.

PUBLIC DEPOSITS:

The company has not accepted any deposits from public during the year under review.

DIRECTORATE:

Pursuant to the provisions of the Companies Act, 2013, Mrs. Meena Jain, retires by rotation at ensuing Annual General Meeting and being eligible, offer herself for reappointment.

Mr. Girish Chand Jain, whose period of office was liable to determination by retirement of Director by rotation under the erstwhile applicable provision of the Companies Act, 1956, and Mr. Surinder Kumar Nagpal, being recommended by the Board of Directors, are appointed as Independent Directors of the Company for the term of five consecutive years with effect from September 19, 2014 upto September 18, 2019, not liable to retire by rotation. Notice under section 160 of the Companies Act, 2013 have been received from the members signifying their intention to propose their candidature as Directors of the Company.

During the year under review, Mrs. Meena Jain, Mr. Girish Chand Jain and Mr. Surinder Kumar Nagpal, are appointed or re-appointed as Directors of the Company.

AUDITORS:

M/s Rakesh Raj & Associates, Chartered Accountants, Faridabad (Haryana), the Auditors of the Company retires at the forthcoming Annual General Meeting and being eligible offer themselves for re-appointment. It has been recommended to the Shareholders to re-appoint M/s Rakesh Raj & Associates, Chartered Accountants, for the period of five years from the conclusion of ensuing Annual General Meeting, subject to ratification in every Annual General Meeting.

The Company has received written consent for the appointment as the Statutory Auditors as required under section 139 of the Companies Act, 2013.

The observations made by the Auditors in their report are explained in the respective needs to accounts which are self explanatory. Auditors' Report does not contain any reservation or adverse remarks.

STATEMENT PURSUANT TO LISTING AGREEMENT:

The company's shares are listed at Delhi Stock Exchange Limited, Delhi and the Uttar Pradesh Stock Exchange Association Ltd., Kanpur. The Company has paid its Annual Listing fees to Delhi Stock Exchange upto the financial year ending 2014 and U.P. Stock Exchange up to the financial year ending 2003.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies' Act, 1956, with respect to the Directors' Responsibility Statement, it is hereby confirmed that

i) In the preparation of the Accounts for the Financial Year ended 31st March, 2014, the applicable Accounting standards have been followed along with proper explanations relating to material departure.

ii) The Directors had selected such accounting policies and applied them consistently and made judgment 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 of the company for the year under review.

iii) The Directors had taken proper & 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 & detecting fraud & other irregularities; and

iv) The Directors had prepared the annual accounts for the financial Year ended 31st March, 2014 on a going concern basis.

CORPORATE GOVERNANCE:

Your company is committed to bench marking itself with global standards in all areas including incorporation of appropriate standards for Good Corporate Governance. Towards this end and in line with guidelines recommended by the Securities and Exchange Board of India (SEBI) Committee on Corporate Governance, adequate steps are being taken to ensure that all the mandatory provisions of Clause 49 of the Listing Agreement are duly complied with.

PARTICULARS OF EMPLOYEES:

None of the employees fall within the purview of the provisions of Section 217 (2A) of the Companies' Act, 1956 read with the Companies' (Particulars of Employees) Rules, 1975.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANG EARNINGS & OUTGO:

Not Applicable

ACKNOWLEDGEMENT:

The relations between the Management & employees were cordial throughout the year. Your Directors wish to place on record their sincere appreciation for their devoted services.

Your Directors wish to place on record their appreciation for the confidence shown in the company by the shareholders and other stakeholders.

For & On behalf of the Board of Directors,

PLACE: NEW DELHI ASHOK KUMAR JAIN DATE : 30.05.2014 DIRECTOR




Mar 31, 2013

Dear Members,

The directors take pleasure in presenting the 23rd Annual Report along with the audited Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS In Rs. In Rs.

Particulars 2012-2013 2011-2012

Income 9,57,924 13,07,906

Less: Depreciation 22,647 31,014

Less: Expenditure 5,88,927 3,95,801

Profit/(Loss) before Tax 3,46,350 8,81,091

Less: Provision for taxation (1,68,279) 2,66,705

Profit/ (Loss) after tax 5,14,629 6,14,386

Less: Amount transferred to 1,02,926 1,22,877

RBI Reserve Fund A/c

Net Profit 4,11,703 4,91,509

Add: Bal. B/f from last year (19,65,664) (24,57,173)

Balance C/o to B/S (15,53,961) (19,65,664)

DIVIDEND:

The Board has not proposed any dividend for the Financial Year 2012-2013.

DIRECTORATE:

During the year Sh.Ashok Jain, Smt.Meena Jain, and Sh.Girish Chand Jain continued to serve the company as directors. Sh.Ashok Jain who is retiring by rotation at the ensuing Annual General Meeting is seeking re-election as director of the Company.

STATEMENT PURSUANT TO LISTING AGREEMENT:

The company's shares are listed at Delhi Stock Exchange Limited, Delhi and the Uttar Pradesh Stock Exchange Association Ltd., Kanpur. The Company has paid its Annual Listing fees to Delhi Stock Exchange upto the financial year ending 2012 and U.P. Stock Exchange up to the financial year ending 2003.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies' Act, 1956, with respect to the directors' Responsibility Statement, it is hereby confirmed that

i) In the preparation of the Accounts for the Financial Year ended 31st March, 2013, the applicable Accounting standards have been followed along with proper explanations relating to material departure.

ii) The directors had selected such accounting policies and applied them consistently and made judgment 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 of the company for the year under review.

iii) The directors had taken proper & 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 & detecting fraud & other irregularities; and

iv) The directors had prepared the annual accounts for the financial Year ended 31st March, 2013 on a going concern basis.

AUDITORS AND THEIR REPORT:

M/s Rakesh Raj & Associates, Chartered Accountants, Faridabad (Haryana), the Auditors of the Company retires at the forthcoming Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received a certificate from them u/s 224(1-B) of the Companies Act, 1956.

The observations made by the Auditors in their report are explained in the respective needs to accounts which are self explanatory. Auditors' Report does not contain any reservation or adverse remarks.

CORPORATE GOVERNANCE:

Your company is committed to bench marking itself with global standards in all areas including incorporation of appropriate standards for Good Corporate Governance.

Towards this end and in line with guidelines recommended by the Securities and Exchange Board of India (SEBI) Committee on Corporate Governance, adequate steps are being taken to ensure that all the mandatory provisions of Clause 49 of the Listing Agreement are duly complied with.

PUBLIC DEPOSITS:

The company has not accepted any deposits from public during the year under review.

PARTICULARS OF EMPLOYEES:

None of the employees fall within the purview of the provisions of Section 217 (2A) of the Companies' Act, 1956 read with the Companies' (Particulars of Employees) Rules, 1975.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANG EARNINGS & OUTGO:

Not Applicable

ACKNOWLEDGEMENT:

The relations between the Management & employees were cordial throughout the year. Your directors wish to place on record their sincere appreciation for their devoted services.

Your directors wish to place on record their appreciation for the confidence shown in the company by the shareholders and other stakeholders.

For & On behalf of the Board of Directors,

PLACE: NEW DELHI ASHOK JAIN DATE : 27.05.2013 DIRECTOR


Mar 31, 2012

Dear Members,

The directors take pleasure in presenting the 23rd Annual Report along with the audited Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS In Rs. In Rs.

Particulars 2011-2012 2010-2011

Income 13,07,906 16,69,243

Less: Depreciation 31,014 37,899

Less: Expenditure 3,95,801 3,15,313

Profit/(Loss) before Tax 8,81,091 13,16,031

Less: Provision for taxation 2,66,705 7,19,342

Profit/ (Loss) after tax 6,14,386 5,96.689

Less: Amount transferred to 1,22,877 1,19,338 RBI Reserve Fund A/c

Net Profit 4,91,509 4,77,351

Add: Bal. B/f from last year (24,57,173) (29,34,525)

Balance C/o to B/S (19,65,664) (24,57,173)

DIVIDEND:

The Board has not proposed any dividend for the Financial Year 2012-2013.

DIRECTORATE:

During the year Sh.Ashok Jain, Smt.Meena Jain, and Sh.Girish Chand Jain continued to serve the company as directors. Sh.Ashok Jain who is retiring by rotation at the ensuing Annual General Meeting is seeking re-election as director of the Company.

STATEMENT PURSUANT TO LISTING AGREEMENT:

The company's shares are listed at Delhi Stock Exchange Limited, Delhi and the Uttar Pradesh Stock Exchange Association Ltd., Kanpur. The Company has paid its Annual Listing fees to Delhi Stock Exchange upto the financial year ending 2012 and U.P. Stock Exchange up to the financial year ending 2003.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies' Act, 1956, with respect to the directors' Responsibility Statement, it is hereby confirmed that

i) In the preparation of the Accounts for the Financial Year ended 31st March, 2012, the applicable Accounting standards have been followed along with proper explanations relating to material departure.

ii) The directors had selected such accounting policies and applied them consistently and made judgment 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 of the company for the year under review.

iii) The directors had taken proper & 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 & detecting fraud & other irregularities; and

iv) The directors had prepared the annual accounts for the financial Year ended 31st March, 2012 on a going concern basis.

AUDITORS AND THEIR REPORT:

M/s Rakesh Raj & Associates, Chartered Accountants, Faridabad (Haryana), the Auditors of the Company retires at the forthcoming Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received a certificate from them u/s 224(1-B) of the Companies Act, 1956.

The observations made by the Auditors in their report are explained in the respective needs to accounts which are self explanatory. Auditors' Report does not contain any reservation or adverse remarks.

CORPORATE GOVERNANCE:

Your company is committed to bench marking itself with global standards in all areas including incorporation of appropriate standards for Good Corporate Governance.

Towards this end and in line with guidelines recommended by the Securities and Exchange Board of India (SEBI) Committee on Corporate Governance, adequate steps are being taken to ensure that all the mandatory provisions of Clause 49 of the Listing Agreement are duly complied with.

PUBLIC DEPOSITS:

The company has not accepted any deposits from public during the year under review.

PARTICULARS OF EMPLOYEES:

None of the employees fall within the purview of the provisions of Section 217 (2A) of the Companies' Act, 1956 read with the Companies' (Particulars of Employees) Rules, 1975.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANG EARNINGS & OUTGO:

Not Applicable

ACKNOWLEDGEMENT:

The relations between the Management & employees were cordial throughout the year. Your directors wish to place on record their sincere appreciation for their devoted services.

Your directors wish to place on record their appreciation for the confidence shown in the company by the shareholders and other stakeholders.

For & On behalf of the Board of Directors,

PLACE: NEW DELHI ASHOK JAIN DATE : 30.08.2012 DIRECTOR

 
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