Home  »  Company  »  Orosil Smiths India  »  Quotes  »  Directors Report
Enter the first few characters of Company and click 'Go'

Directors Report of Orosil Smiths India Ltd.

Mar 31, 2015

The Directors have pleasure in presenting 21st Annual Report together with the Audited Financial Statements along with the Report of Auditors for the year ended March 31st, 2015.

FINANCIAL HIGHLIGHTS

Amount (Rs. in Lacs)

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

Total Income 372.05 501.15

Profit before Interest, Depreciation & Taxes 27.30 70.88

Less: Interest & Depreciation 53.80 60.00

Profit/fLoss) before Tax (26.51) 10.88

Less: Prior Period Adjustments (1.16) (0.02)

Less: Provision for Tax - -

Profit/(Loss) after Tax (27.67) 10.86

Add: Profit/(Loss) Brought forward from Previous Year - -

Surplus available for appropriation - -

Less: Appropriations - -

I) Proposed Dividend on Equity Shares - -

II) Transfer to Reserve Fund u/s 451C of RBI Art, 1934 - -

Balance carried to Balance Sheet (27.67) 10.86

SHARE CAPITAL

Your Company has converted the Unsecured Loan amounting Rs. 217,68,000/- (Rupees Two Crores Seventeen Lacs and Sixty Eight Thousand) into 1088400 (3.5% optionally convertible) Preference Shares of Rs. 10/- each plus premium of Rs. 10/- each in lieu of such loan and interest payable thereon amounting to Rs. 1,93,28,000/- (Rupees One Crore Ninety Three Lakhs Twenty Eight Thousand Only) to Sridhi Infra Private Limited and Rs. 24,40,000/- (Rupees Twenty Four Lacs Forty Thousand) to Xtrems Retails Limited.

Therefore, Sridhi Infra Private Limited and Xtrems Retails Limited (from whom the loan was taken) became Preference Shareholders of our Company with effect from May 09,2014.

Your Company has also sub-divided the Face Value of Equity Shares from Rs. 10/- each to Rs. 5/- each, resulting into doubled Number of Shares i.e. 8263200 w.e.f. June 28, 2014 (Record Date).

For the purpose, an Extra-ordinary General Meeting was conducted on May 09, 2014 and shareholders' approval was received thereon. Now, the total paid-up share capital of the company is Rs. 52,200,000/- [Equity Shares= 8263200*5= Rs. 41,316,000/-] [Preference Shares= 1088400*10= Rs. 10,884,000/-]

DIVIDEND

Due to losses incurred by Company, your Directors have considered it financially prudent not to declare any dividend. Therefore, no dividend has been recommended for the year ended March 31st, 2015.

OPERATIONS REVIEW

During the year under review, the Income from operations is Rs. 364.05 Lacs (Previous Year: Rs. 442.06 Lacs) registering a loss of 17.65%. Profit after Tax (PAT) has been a loss of Rs. 27.66 Lacs as compared to a profit of Rs. 10.86 Lacs in previous year.

DIRECTOR'S RESPONSIBILITY STATEMENT

As required under Section 134(3)(c) of the Companies Act, 2013, your Directors hereby state that:

i. in the preparation of Annual Accounts for the financial year ended 31st March, 2015, the applicable Accounting Standards have been followed. There are no material departures from the applicable accounting standards;

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 or loss of the Company for the year under review;

iii. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the Directors had prepared the Annual Accounts for the year ended 31st March, 2015 on a going concern basis.

v. the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

vi. the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively,

DIRECTORS

Pursuant to Section 149 of the Companies Act, 2013, Mrs. Rita Narula will retire at the ensuing Annual General Meeting and being eligible, seek re-appointment.

In terms of provisions of the Companies Act, 2013, the existing Independent Director, namely, Ms. Bhavana Sampath Kumar was appointed as the Independent Director for a term of five (5) consecutive years up to March 31, 2019 at the Annual General Meeting held on September 27, 2014.

Mr. Puneet Jain, Independent Director of Company resigned on June 26, 2014.

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.

BOARD EVALUATION

During the year, the Board adopted a formal mechanism for evaluating its performance and as well as that of its Committees and individual Directors, including the Chairman of the Board. Separate exercise was carried out to evaluate the performance of Non-independent Directors including the Board chairman who were evaluated on parameters such as Key achievements, Short term and Long term targets. Challenges faced. Implementation of Strategic decisions, organizational performance, participation and attendance in Board and Committee meetings etc.

The evaluation of the Independent Directors was carried out by the entire Board and that of the Chairman and Non- independent Directors was carried out by the Independent Directors.

Independent Directors were evaluated on the following parameters such as Attendance and participations in the Meetings and timely inputs on the minutes of the meetings, adherence to ethical standards & code of conduct of Company and disclosure of non-independence, as and when it exists and disclosure of interest. Interpersonal relations with other directors and management, Understanding of the Company and the external environment in which it operates and contribution to strategic direction. Safeguarding interest of whistle-blowers under vigil mechanism and Safeguard of confidential information.

The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

NOMINATION & REMUNERATION COMMITTEE

The Board has, on the recommendation of the Nomination & Remuneration Committee, framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The policy is working in accordance with the size and composition of Board/management of company.

KEY MANAGERIAL PERSONNEL

During the year under review, the Company has appointed Ms. Pratibha Anand as Company Secretary of the Company w.e.f. August 14, 2014 in order to comply with the provisions of Section 203 of Companies Act, 2013.

NUMBER OF BOARD MEETINGS

The Board of Directors met 5 (Five) times in the year 2014-15. The details of Board Meetings and the attendance of the Directors are provided in the Corporate Governance Report.

DEPOSITS

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 and no amount on account of principal or interest on public deposits was outstanding as on the date of balance sheet.

RELATED PARTY TRANSACTIONS

All related party transactions made during the financial year 2014-15 were on arm's length basis and were in the ordinary course of business.

All Related Party Transactions are placed before the Audit Committee and also the Board for approval on quarterly basis, specifying the nature, value and terms & conditions of transactions.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS

The details of the loans, guarantees or investments given or made by the Company as covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the financial statements.

POLICIES OF COMPANY

Your company has posted the following documents on its website www.orosil.com

1. Code of Conduct and Ethics

2. Whistle Blower Policy

3. Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Insiders.

CORPORATE GOVERNANCE

Your Company has complied with the Corporate Governance requirements as stipulated under Clause 49 of the Listing Agreement. Report on Corporate Governance together with a certificate from Company's Auditors are annexed hereto forming part of this report though not mandatory for our company as per the SEBI circular mentioned below:

NON-APPLICABILITY OF CLAUSE 49 ON COMPANY

With reference to SEBI Circular CIR/CFD/POLICY CELL/7/2014 dated September 15, 2014, please note that our company has paid up share capital (Equity Preference) of Rs. 52,200,000/- and Net Worth as on March 31, 2015 is Rs. 32,721,000/- (approx.) i.e. below the limit of Rs. 10 crore and Rs. 25 crore as prescribed in circular respectively.

Accordingly, the provisions of Clause 49 are presently not applicable on our company w.e.f. September 15, 2014.

MANAGEMENT DISCUSSION AND ANALYSIS

A. Industry Structure and Development

Your Company is engaged in the manufacturing and sale of silver jewelry, gold jewelry as well as plain and trading of Silver Articles. The Company launched two brands by the name "Kuhjoul" and "Sincere" for semi-precious and precious stones studded in gold and silver.

B. Opportunity and Threats

Your Company foresees great opportunity in this line of business as the export markets as well as the domestic market are gaining momentum. The efforts put in by the management by introducing the affordable silver & gold jewelry specially targeted to the working class women may reap benefits in the long run.

C. Risk and Concern

The prices of the precious metals is the only matter of concern for the Company otherwise there is no other risk as the global market is picking up and jewelry is always a value addition.

D. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has maintained a proper and adequate system of internal controls. This ensures that all Assets are safeguarded and protected against loss from unauthorized use or disposition. The Audit Committee and Independent Internal Auditors regularly review the operating systems and procedures for efficiency and effectiveness.

Your company's internal control systems do commensurate with the nature and size of its business operations.

EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9, as required under Section 92 of the Companies Act, 2013, are annexed herewith as "Annexure-A".

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

There are no particulars as required under section 134 of the Companies Act, 2013 read with Rule 8(3) read with Companies (Accounts) Rules, 2014 relating to conservation of energy, research & development, technology absorption.

Expenditure in Foreign Currency is NIL (Previous Year Rs. 7,547) Earnings in Foreign Currency is Rs. 406,671 (Previous Year Rs. 336,899).

PARTICULARS OF EMPLOYEES

In accordance with Section 197(12) of the Companies Act, 2013 read with rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, there are no employees in receipt of remuneration exceeding the limits prescribed therein.

i. Mr. B.K. Narula, Managing Director of Company is receiving rupee one as a monthly salary with no other allowance.

ii. Mrs. Rita Narula, Whole Time Director of Company is receiving rupees forty five thousand per month with no other allowance & benefits.

iii. Ms Pratibha Anand, Company Secretary is receiving rupees twenty thousand per month with no other benefits.

MATERIAL CHANGES AND COMMITMENTS, if anv. affecting the financial position of the company occurred between the end of the financial year to which this financial statements relate and the date of the report

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate and the date of this report.

AUDITORS

Pursuant to the provisions of Section 139 of the Act and the rules framed there under, M/s Aggarwal Aman & Associates, Chartered Accountants, were appointed as statutory auditors of the Company from the conclusion of the 20th Annual General Meeting (AGM) of the Company held on 27th September, 2014 for a term of five consecutive years subject to ratification by members at every AGM.

SECRETARIAL AUDITOR

The Board had appointed Ms. Navneet Kaur, Practicing Company Secretary, of M/s. N. K. Chandok & Associates (COP No. 12930) to conduct Secretarial Audit for the financial year 2014-15. The Secretarial Audit Report for the financial year ended March 31, 2015 is annexed herewith marked as'Annexure B"to this Report.

COMMENTS ON AUDITORS REPORT

There are no qualification, reservation or adverse remark or disclaimer made

i. by the auditor in his report; and

ii. by the company secretary in practice in his secretarial audit report.

LISTING OF SHARES

The Equity Shares of the Company are listed at the Bombay Stock Exchange Limited. The Annual Listing Fee for the financial year 2014-15 has been paid to the Stock Exchange where the Shares of the Company are listed.

ACKNOWLEDGEMENT

We place on record our sincere appreciation to the employees of the Company at all levels for their co-operation and dedicated services. We also thank all our customers and suppliers who are always co-operative.

We also express our sincere thanks to Bankers, Financial Institutions and the Shareholders for their continued support.

By order of the Board

For OROSIL SMITHS INDIA LIMITED

Sd/-

B. K. Narula

New Delhi Managing Director

August 10, 2015 DIN: 00003629


Mar 31, 2014

Dear Members,

The Board of Directors of the Company takes immense pleasure in presenting Annual Report together with the Annual Audited Accounts for the financial year ended 31st March, 2014.

FINANCIAL HIGHLIGHTS

Amount (Rs. in Lacs)

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

Total Income 501.15 297,85

Profit before Interest, Depreciation & Taxes 70.88 (53.72)

Less: Interest & Depreciation 60.00 60.36

Profit/fLoss) before Tax 10.88 (114.08)

Less: Prior Period Adjustments (0.02) (0.13)

Less: Provision for Tax - -

Profit/fLoss) after Tax 10.86 (114.21)

Add: Profit/fLoss) Brought forward from - - Previous Year

Surplus available for appropriation - -

Less: Appropriations - -

I) Proposed Dividend on Equity Shares - -

II) Transfer to Reserve Fund u/s 451C of - - RBI Act, 1934

Surplus carried to Balance Sheet 10.86 (114.21)

DIVIDEND

As the Company kept the profits for investment in better projects, Directors regret not to recommend any dividend for the year ended 31st March, 2014. However, the Directors are hopeful of better results m the near future.

MANAGEMENT DISCUSSION AND ANALYSIS

A. Industry Structure and Development

Your Company is engaged in the manufacturing and sale of silver jewellery, gold jewellery as well as plain and trading of Silver Articles.

B. Opportunity and Threats

Your Company foresees great opportunity in this line of business as the export markets as well as the domestic market are gaining momentum. The efforts put in by the management by introducing the affordable

silver & gold jewelry specially targeted to the working class women. The Company may reap benefits in the long run.

C. Risk and Concern

The prices of the precious metals is the only matter of concern for the Company otherwise there is no other risk as the global market is picking up and jewelry is always a value addition.

D. Internal Control System and their Adequacy

Your company has proper and adequate system of Internal Controls to provide reasonable assurance that all assets are safeguarded and protected against any loss.

All the policies, procedures, guidelines, authorization and approval procedures are well documented.

The Management periodically reviews the internal control system and its adequacy and report to the Board observations, if any. 1

E. Discussion of Financial Performance with respect to Operational Performance

Your Company''s gross turnover for the Year ended March 31, 2014, was Rs. 501.15 Lacs as compared to Rs 297.85 Lacs in the previous year. ''

There rs a Net Profit of Rs. 10.86 Lacs in the present financial year. Other Income for the year stood as Rs. 50.09 Lacs mainly representing rental & miscellaneous income. Interest expenses were Rs. 23.89Lacs.

Depreciation was at Rs. 36.10 Lacs as coraPared to Rs. 37.70Lacs for the corresponding period of the previous

CORPORATE GOVERNANCE

Report of the Directors on Corporate Governance is given separately and forms a part of this Annual Report.

A certificate from the Auditors of the Company regarding compliance of conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement, is attached to this Report."

DIRECTORS

Pursuant to Section 152 of the Companies Act, 2013, Mr. B. K. Narula (holding DIN: 000036291 Director of the Company is liable to retire by rotation at the forthcoming Annual General Meeting and being eligible, offers himself for re-appointment. The Board recommends his re-appointment.

LISTING OF SHARES

The Equity Shares of the Company are listed at the Bombay Stock Exchange Limited. The Annual Listing Fee listeing for the financial year 2013''14 has been Paid to the Stock Exchange where the Shares of the Company are

FIXED DEPOSITS

Your Company has not invited or accepted any deposits from the public within the meaning of section-58A of the Companies Act 1956, during the year under report.

STATUTORY AUDITORS

M/s Khanna Gulati & Associates, Chartered Accountant (Firm Registration No. 012190N1 has resigned vide letter dated 14* August, 2014, resulting into casual vacancy in the office of auditor.

Board recommends the appointment of M/s Aggarwal Aman & Associates LLP, Chartered Accountant (Firm Registration No. 023479N) as Statutory Auditor of the Company, to hold office from the conclusion of this meeting till the conclusion of sixth consecutive Annual General Meeting (AGM) subject to ratification by members at every AGM of the Company in order to fill the casual vacancy.

AUDITORS'' REPORT

The Auditors'' Report on the Financials of the Company for the year ended 31st March, 2014, does not contain any reservation, qualification or adverse remark.

PARTICULARS OF EMPLOYEES. CONSERVATION OF ENERGY. FOREIGN EXCHANGE EARNING/OUTGO

There are no employees in receipt of remuneration in excess of the amount specified in Section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules 1975, as amended.

Provisions of Section 217 (1) (e) of the Companies Act, 1956, read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, are not applicable to your Company.

During the period under review, the Company has neither earned nor used any foreign exchange.

DIRECTOR S RESPONSIBILITY STATEMENT

As required under Section 217 (2AA) of the Companies Act, 1956 your Directors state:

i. While preparing Annual Accounts for the year ended 31st March, 2014 the applicable Accounting Standards have been followed;

ii. The Company had selected such accounting policies and applied consistently and made judgments 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 the year under review;

iii. That the Company had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. That the Company had prepared the Annual Accounts for the year ended 31st March, 2014 on a going concern basis.

AKNOWLEDGEMENT

We take this opportunity to express our deep sense of gratitude to the Company''s Shareholders, Bankers, Customers and all the concerned authorities for their consistent support to the Company.

By order of the Board For OROSIL SMITHS INDIA LIMITED

B. K. Narula New Delhi Managing Director August 14,2014 DIN: 00003629


Mar 31, 2012

The Directors are pleased to present the Eighteenth Annual Report together with the Audited Accounts of your Company for the year ended 31st March 2012.

1. FINANCIAL RESULTS Amount (Rs. in Lacs) Amount (Rs. in Lacs)

Particulars Current Year Previous Year 31.03.2012 31.03.2011

Total Income 274.94 161.03

Profit before Interest, Depreciation & (33.45) 11.76 Taxes

Less: Interest & Depreciation 62.69 35.45

Profit/(Loss) before Tax (96.14) (23.69)

Less: Provision for Tax (3.23) (2.08)

(3.36) 0.09

Profit/(Loss) after Tax (96.01) (25.87)

Add: Profit/(Loss) Brought forward from - - Previous Year

Profit available for appropriation - -

APPROPRIATIONS

I) Proposed Dividend on Equity Shares N.A N.A

II) Transfer to General Reserve - -

2. DIVIDEND

The Directors regret their inability to recommend dividend on equity shares for the year ended 31st March 2012, in view of the current financial position of your company.

3. CORPORATE GOVERNANCE

Report of the Directors on Corporate Governance is given separately and forms a part of this Annual Report.

A certificate from the Auditors of the Company regarding compliance of conditions of Corporate Governance, as stipulated under Clause 49 of the Listing Agreement, is attached to this Report.

4. DIRECTORS

In accordance with the requirements of the Companies Act, 1956 and the Articles of Association of the Company, Mr. Puneet Jain retires by rotation at the ensuing Annual General Meeting and is eligible for reappointment.

5. LISTING OF SHARES

The shares of the company are listed at Bombay Stock Exchange Limited and the Annual listing fee for the year 2012-13 have been paid to the concerned Stock Exchange.

6. FIXED DEPOSITS

Your Company has not invited or accepted any deposits from the public with in the meaning of section-58A of the Companies Act 1956, during the year under report.

7. AUDITORS AND AUDIT REPORT

M/s Khanna Gulati & Associates, Chartered Accountant, New Delhi, Auditors of the Company, retire at the conclusion of this Annual General Meeting and, being eligible offer, themselves for reappointment.

The notes to the Account referred to in the Auditor's Report are self explanatory and therefore do not call for any further comments.

8. PARTICULARS AS PER SECTION-217 OF THE COMPANIES ACT 1956

Employees

Remuneration to none of the employees attracts the provisions of Section-217(2A) of the Companies Act, 1956 and as such the statement as required there under, read with the Companies (Particulars of Employees) Rules 1975 is not attached with this report.

Information relating to the Conservation of Energy, Research & Development and Foreign Exchange Earnings and Outgo.

Your Company's operations involve low energy consumption and as such no special energy conservation measures were taken and accounted for except periodically monitoring energy consumption and creating awareness among all.

All the Company's operations are as per market requirements and have in house Research & Development Center, The R&D expenses are however not accounted under separate head.

9. DIRECTOR'S RESPONSIBILITY STATEMENT

In accordance with the newly inserted section 217(2AA) of Companies Act, 1956, regarding inclusion of "Director's Responsibility Statement" in the Board's Report, the directors hereby confirm:

(i) That in the preparation of the annual accounts, 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 are reasonable and prudent so as to give true and fair view of state of affairs of the Company at the end of the financial year and of the Profit & Loss o the Company for that period.

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate Accounting records in accordance with provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other Irregularities.

(iv) That the Directors had prepared the annual accounts on a going concern basis.

10. AKNOWLEDGEMENT

We take this opportunity to express our deep sense of gratitude to the Institutions, Bankers, Central and State Government Departments, Local Authorities, our Associates and Customers for their continued guidance and support.

Your Directors would like to record their sincere appreciation of the dedicated efforts put in by across all levels in the Organization. And to you, shareholders, we are deeply grateful for the confidence and faith that you have reposed in us.

Regd Office: For and on behalf of the

Board

Flat No. 620, Hemkunt Chambers SILVER SMITH INDIA

LIMITED 89 Nehru Place New Delhi-110 019

Sd/-

(B.K Narula)

CHAIRMAN & MANAGING DIRECTOR

Date: 28th May, 2012

Place: New Delhi


Mar 31, 2010

The Directors are pleased to present the Sixteenth Annual Report together with the Audited Accounts of your Company for the year ended 31 st March 2010.

1. FINANCIAL RESULTS

Amount (Rs. in Lacs) Amount (Rs. in Lacs)

Total Income 15.92 262.41

Profit before Interest, Depreciation & Taxes 1.99 (14.51)

Less: Interest & Depreciation 24.35 31.31

Profit/(Loss) before Tax 26.34 (45.83)

Less: Provision for Tax - 3.25

Profit/(Loss) after Tax 28.47 (47.75)

Add: Profit/(Loss) Brought forward from Previous Year (12.98) 40.38

Profit available for appropriation 27.92 (52.38)

APPROPRIATIONS

I) Proposed Dividend on Equity Shares N.A N.A

II) Transfer to General Reserve

2. DIVIDEND

The Directors regret their inability to recommend dividend on equity shares for the year ended 31st March 2010, in view of the current financial position of your company.

MANAGEMENT DISCUSSION AND ANALYSIS

A Industry Structure and Development

Your Company is engaged in the manufacturing and sale of silver jewellery, gold jewellery as well as plain and trading of Silver Articles. The Company is hopeful in launching a brand by the name "OJUS" for diamond, semi-precious and precious stones studded in gold and silver during the month of September 2010.

B. Opportunity and Threats

Your Company foresees great opportunity in this line of business as the export market is gaining momentum. The efforts put in by the management may reap benefits in the long run.

C Risk and Concern

The prices of the precious metals is the only matter of concern for the Company otherwise there is no other risk as the global market is picking up and jewelley is always a value addition

D. Internal Control System and their Adequacy

Your company has proper and adequate system of Internal Controls to provide reasonable assurance that all assets are safeguarded and protected against any loss.

All the policies, procedures, guidelines, authorization and approval procedures are well documented

The Management periodically reviews the internal control system and its adequacy and report to the Board, observations, if any.

E Discussion of Financial Performance with respect to Operational Performance

Your Companys gross turnover for the year ended March 31, 2010 was Rs.15.92 Lacs as compared to Rs. 262.41 Lacs in the previous year.

There is a Operating Profit of Rs. 26.34 Lacs in the present financial year due to fact that the investments are shown at cost (less dimunition).

Other Income for the year stood as Rs. 86.40 Lacs mainly representing lease rent miscellaneous income.

Interest expenses were Rs. 0.18 Lacs.

Depreciation was at Rs.24.16 as compared to Rs. 30.67 Lacs for the corresponding period of the previous year.

Last year there were 17 employees on the rolls of the Company.

3. CORPORATE GOVERNANCE

Report of the Directors on Corporate Governance is given separately and forms a part of this Annual Report.

A certificate from the Auditors of the Company regarding compliance of conditions of Corporate Governance, as stipulated under Clause 49 of the Listing Agreement, is attached to this Report.

4. DIRECTORS

In accordance with the requirements of the Companies Act, 1956 and the Articles of Association of the Company, Mr. Puneet Jain retires by rotation at the ensuing Annual General Meeting and is eligible for reappointment.

5. LISTING OF SHARES

The shares of the company are listed at Bombay Stock Exchange Limited and the Annual listing fee for the year 2010-11 have been paid to the concerned Stock Exchange.

6. FIXED DEPOSITS

Your Company has not invited or accepted any deposits from the public with in the meaning of section-58A of the Companies Act, 1956 during the year under report.

7. AUDITORS AND AUDIT REPORT

M/s Khanna Gulati & Associates, Chartered Accountant, New Delhi, Auditors of the Company, retire at the conclusion of this Annual General Meeting and, being eligible offer, themselves for reappointment.

The notes to the Account referred to in the Auditors Report are self explanatory and therefore do not call for any further comments.

8. PARTICULARS AS PER SECTION-217 OF THE COMPANIES ACT, 1956

Employees

Remuneration to none of the employees attracts the provisions of Section-217(2A) of the Companies Act, 1956 and as such the statement as required there under, read with the Companies (Particulars of Employees) Rules 1975 is not attached with this report.

Information relating to the Conservation of Energy. Research & Development and Foreign Exchange Earnings and Outgo.

Your Companys operations involve low energy consumption and as such no special energy conservation measures were taken and accounted for except periodically monitoring energy consumption and creating awareness among all.

All the Companys operations are as per market requirements and have in house Research & Development Center, The R&D expenses are however not accounted under separate head.

9. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the newly inserted section 217(2AA) of Companies Act, 1956, regarding inclusion of "Directors Responsibility Statement" in the Boards Report, the directors hereby confirm:

(i) That in the preparation of the annual accounts, 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 are reasonable and prudent so as to give true and fair view of state of affairs of the Company at the end of the financial year and of the Profit & Loss o the Company for that period.

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate Accounting records in accordance with provisions o the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities.

(iv) That the Directors had prepared the annual accounts on a going concern basis.

10. AKNOWLEDGEMENT

We take this opportunity to express our deep sense of gratitude to the Institutions, Bankers, Central and State Government Departments, Local Authorities, our Associates and Customers for their continued guidance and support.

Your Directors would like to record their sincere appreciation of the dedicated efforts put in by across all levels in the Organization. And to you, shareholders, we are deeply grateful for the confidence and faith that you have reposed in us.

Regd Office: For and on behalf of the Board

Flat No. 620, Hemkunt Chambers SILVERSMITH INDIA LIMITED

89 Nehru Place Sd/-

New Delhi-110 019

(B.K Narula) CHAIRMAN & MANAGING DIRECTOR

Date: 26th Day of July 2010

Place: New Delhi

 
Subscribe now to get personal finance updates in your inbox!