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Directors Report of PDS Multinational Fashions Ltd.

Mar 31, 2015

The Directors are pleased to present the 4th Annual Report and Audited Financial Statements for the year ended 31st March 2015, together with the Auditors' Report thereon.

Financial Summary

(Rs. in lacs)

Consolidated Standalone

Particulars 2014-15 2013-14 2014-15 2013-14

Income from operations 3872.35 3687.05 6.93 5.12

Other Income 13.64 61.02 0.10 -

Profit before Tax 33.95 26.58 (2.01) (1.38)

Provision for Tax 5.41 2.81 0.17 0.42

Minority Interest (6.75) (5.40) - -

Profit After Tax 21.79 18.37 (1.84) (0.95)

Financial Performance and State of the Company's Affairs

Consolidated

On Consolidated basis, the Total Revenue was maintained at Rs. 3885.99 Crore as against Rs. 3748.07 Crore in Financial Year 2013-14.

The Profit after Tax in Financial Year 2014-15 was higher at Rs.. 21.79 crore as compared to Rs. 18.37 Crore last year

Standalone

On Standalone basis, the Total Revenue stood Rs. 7.03 Crore in Financial Year 2014-15, as against Rs. 5.12 Crores in Financial Year 2013-14.

Details of State of the Company's Affairs are given in the Management Discussion and Analysis, forms an integral part of this report.

Dividend & Reserves

Your Directors did not recommend any dividend for the financial year 2014-15 and not proposed to carry any amounts to reserves.

Change in the Nature of the Business

During the year under review, there was no change in the nature of the business of your Company

Change in Share Capital

During the Financial Year 2014-15, the Authorized Share Capital has been increased from Rs. 50,00,000 to Rs. 27,00,00,000 and Paid Up Share Capital of the Company has been increased from Rs. 5,00,000 to Rs, 26,04,67,240, pursuant to allotment of 2,59,96,724 Equity Shares of Rs. 10/- each under the Scheme of Demerger approved by the Hon'ble High Court of Delhi.

Deposits

Your Company has not accepted any deposits from the Public or Shareholders during the year, nor has any unclaimed or unpaid deposits at the end of the financial year 2014-15.

Number of Meetings of the Board

The Board met five times during the financial year, the details of which are given in the Corporate Governance report that forms part of this Report. The intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013 and Listing Agreement.

Directors' Responsibility Statement

Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with respect to Directors Responsibility Statement, your Directors state that:

a) in the preparation of the annual accounts for the financial year ended 31st March 2015, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year 31st March, 2015 and of the loss of the Company for that period;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts on a 'going concern' basis;

e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Declaration from Independent Directors

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 and Clause 49 of the Listing Agreement.

Policy on Directors' Appointment and Remuneration (Sec 178(4))

The Company had already constituted Nomination and Remuneration Committee as required under Sub-Section (1) of Section 178 of the Companies Act, 2013 comprising three Independent Directors Mr. Ashok Kumar Sanghi, Chairman, Mr. Ashok Kumar Chhabra and Dr. A P Bhupatkar, Members of the Committee.

The Company has also formulated a Policy on directors' appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Section 178 (3) of the Companies Act, 2013 and the same is annexed as Annexure-I with this report.

Board Evaluation

Clause 49 of the Listing Agreement mandates that the Board shall monitor and review the Board evaluation framework. The Companies Act, 2013 states that a formal annual evaluation needs to be made by the board of its own performance and that of its committees and individual directors. Schedule IV of the Companies Act, 2013 and Clause 49 of the Listing Agreement states that the performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.

The evaluation of all the directors and the Board as a whole was conducted by the Board based on the criteria and framework generally followed in the industry.

None of the Independent Directors are due for re-appointment.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment:

The Board appointed Mr. Ashok Kumar Sanghi, Mr. Ashok Kumar Chhabra and Dr. Ashutosh Prabhudas Bhupatkar as Independent Directors with effect from 26th May, 2014 and Mrs. Payel Seth as Managing Director with effect from 1st June, 2014. We thanks to the Shareholders for their support in confirming their appointment at the Annual General Meeting held on 26th September, 2014.

The Board appointed Mr. Omprakash Makam Suryanarayan Setty as Chief Financial Officer and Mr. Mukesh Kumar as Company Secretary and Compliance Officer with effect from 26th May, 2014.

The Board appointed Mr. Chandra Kishore Jha as Company Secretary and Compliance Officer with effect from 27th January, 2015 in place of Mr. Mukesh Kumar, who resigned as Company Secretary with effect from 27th January, 2015.

Re-appointment:

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of your Company, Mr. Pallak Seth, Directors and Vice-Chairman would retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment.

Auditors

In terms of Section 139 of the Companies Act, 2013, M/s S. R. Dinodia& Co. LLP, Chartered Accountants, (Regn. No. 001478N/N500005), New Delhi, were appointed by the Members in its 3rd Annual General Meeting held on 26th September, 2014 as Statutory Auditors of the Company for a period of five years. A Resolution for ratification of their appointment as Statutory Auditors is proposed in the Notice calling the Annual General Meeting.

Secretarial Auditor

The Board has appointed Mr. Deepak Somaiya, Practicing Company Secretary, proprietor of M/s. Deepak Somaiya & Co., Company Secretary, to conduct Secretarial Audit for the financial year 2014-15. The Secretarial Audit Report for the financial year 2014-15 is annexed herewith as Annexure-II

Explanations or comments on every qualification, reservation or adverse remark or disclaimer:

i. Required explanations or comments on ever y qualification, reservation or adverse remark or disclaimer, if any, made by the Auditors in their report are provided in the financials and notes to accounts.

ii. Secretarial Audit Report made by Deepak Somaiya& Co do not contain any qualification, reservation or adverse remark or disclaimer and hence no explanations or comments by the Board is required to be disclosed.

Internal Auditor

The Board has appointed M/s. Aneja Associates, Chartered Accountants having firm registration number 100404W, as Internal Auditor for the financial year 2014-15.

Internal Financial Controls

Your Company has in place adequate internal financial controls with reference to financial statements and such internal financial controls are adequate and are operating effectively.

RISK MANAGEMENT

Your Company has taken necessary steps for risk management including identifying risk which may threaten the existence/operations of the Company.

Corporate Governance

The Company is committed to maintain the highest standard of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on corporate governance as stipulated under the Listing Agreement forms and integral part of this Report. The requisite certificate from the Auditors of the Company confirming compliance with the conditions of corporate governance is attached to the report on Corporate Governance.

Management Discussion and Analysis

Management's Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of Listing Agreement with the Stock Exchange in India, is presented in a separate section under the head "Management Discussion and Analysis" forming part of this Report.

Audit Committee

The Audit Committee comprises two Independent Directors, namely Dr. A P Bhupatkar, Chairman, Mr. Ashok Kumar Sanghi, Member and one non-executive Director, Mr. Deepak Seth, as Member of the Committee. All the recommendations made by the Audit Committee were accepted by the Board.

Vigil Mechanism

The Company has set up a Vigil Mechanism, which also incorporates a whistle blower policy in terms of the Listing Agreement. Protected disclosures can be made by whistle blower through an e-mail, or dedicated telephone no. or a letter through to the Vigilance Officer or to the Chairman of the Audit Committee. The policy on vigil mechanism and whistle blower policy may be accessed on the Company's website at www.pdsmultinational.com.

During the year under review, no protected disclosure were made to the Company

Corporate Social Responsibility

The provisions of Section 135 of the Companies Act, 2013 are not applicable to your Company.

Consolidated Financial Statement

In accordance with the Companies Act, 2013 and applicable Accounting Standards (AS), the audited consolidated financial statement is provided in the Annual Report.

Subsidiaries, Joint Ventures and Associate Companies

During the year under review, companies listed below have become or ceased to be Company's subsidiaries, joint ventures or associate companies.

Companies which have become Subsidiaries during the financial year 2014-15

1. Techno Design GmbH

2. Poetic Brands Limited

Companies which ceased to be subsidiaries during the financial year 2014-15

1. Propur Investment Limited

There is no change in status of Associate Company and Joint Venture

A statement containing the salient features of the financial statement of our subsidiaries, associates and joint venture companies as per the Companies Act, 2013 in the prescribed Form AOC-1 is appended as Annexure-III to this Report.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of each of its subsidiaries, are available on our website www.pdsmultinational.com

The Policy of determining material subsidiaries as approved may be accessed on the Company's website at http://www.pdsmultinational.com/code-conduct/

Particulars of Loans, Guarantees and Investments

During the year under review, your Company neither gave any Loans, guarantees nor made investments which are covered under Section 186 of the Companies Act, 2013

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF THE REPORT.- There were no Material Changes and Commitments affecting Financial Position between the end of the financial year and Date of the Report.

Extracts of Annual Return

Extract of Annual Return of the Company is annexed herewith as Annexure-IV to this Report.

Particulars of Contracts or Arrangements with Related Parties

Particulars of Contracts or Arrangements with Related Parties referred to in Section 188(1) of the Companies Act, 2013 in the prescribed Form AOC-2 is annexed as Annexure-V to this report.

Particulars of Employees and Related Disclosures

The table containing the names and other particulars of employees in accordance with the provisions of Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure- VI to this report.

A Statement containing the names of every employee employed throughout the financial year and in receipt of remuneration of R. 60 lakh or more, or employed for part of the year and in receipt of Rs. 5 lakh or more a month, under Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in enclosed as Annexure-VII to this report.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required under Section 134(3)(m) is annexed as Annexure-VIII to this report.

Details of Significant and Material Orders Passed by the Regulators or Courts or Tribunals Impacting the Going Concern Status and Company's Operations in Future

No significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and Company's operations in future.

Listing

The equity shares of your Company is listed and traded w.e.f 21st October, 2014 on the National Stock Exchange of India Limited and BSE Limited under the Scheme of Demerger approved by the Hon'ble High Court of Delhi on 10th March, 2014.

The listing fees to the Stock Exchanges for the year 2015-16 have been paid.

Report On Sexual Harassment

Pursuant to the provisions of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013, Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. There were no complaints received during the financial year 2014-15.

Green Initiatives

Your Company started a sustainability initiative with the aim of going green and minimizing our impact on the environment. We are publishing only the statutory disclosures in the print version of Annual Report. Additional information is available on our website, www.pdsmultinational.com .

Electronic copies of the Annual Report 2014-15 along with Notice of the 4th Annual General Meeting are sent to all members whose email addresses are registered with the Company/ RTA/Depository Participant(s). For members who have not registered their email addresses, physical copies of Annual Report 2014-15 and Notice of 4th Annual General Meeting are sent in the permitted mode. Members requiring physical copies can send a request to the Company.

Acknowledgement

The Directors of your Company are thankful to Bankers, Business Associates, Customers, Members, Government Bodies & Regulators for the continuous support received from them and place on record their appreciation for the sincere services rendered by the employees at all level.



By order of the Board of Directors

for PDS Multinational Fashions Limited



(DEEPAK SETH) (PAYEL SETH)

Chairman Managing Director

DIN No.00003021 DIN No.00003035

Place: Gurgaon

Date : August 14, 2015


Mar 31, 2014

To the Members,

The Directors are pleased to present the 25th Annual Report and Audited Accounts for the year ended 31st March 2014, together with the Auditors'' Report thereon.

WORKING RESULTS OF THE COMPANY (CONSOLIDATED)

During the year under review, the consolidated Income of your Company is Rs.4,698.95 crore against previous year Rs. 3,820.24 crore.

(Rs. in Crore) Particulars 2013-14 2012-13

Income from operations 4,698.95 3,820.24

Other Income 65.28 30.49

Profit before Tax 50.76 48.54

Provision for Tax 06.70 18.21

Provision for Bad debt 0.38 0.50

Profit After Tax 44.06 30.33

EPS (in Rs.) 17.84 10.98

Transfer to General Reserves - -

WORKING RESULTS OF THE COMPANY (STANDALONE)

(Rs. in Crore) Particulars 2013-14 2012-13

Income from operations 663.44 557.69

Other Income 22.04 14.29

Profit before Tax 15.47 4.03

Provision for Tax 0.75 0.14

Provision for Bad debt 0.38 0.50

Profit After Tax 14.72 3.89

Transfer to General Reserves - -

BUSINESS AND OPERATIONS

The garment exports from India for the Financial Year 2013-14 has increased by 15.5 percent over the same period of previous fiscal and reached to USD 14.94 billion, despite the shrinking of traditional markets and uncertain global economic scenario. In the first half of this financial year, India exported apparel worth $7.9 billion, a rise of 13 per cent over the year-ago period. India''s apparel exports are rising, partially because the country is able to penetrate into the markets of neighboring China and Bangladesh. Exports from India have also been aided by the falling rupee. Currently, China is facing high labour costs and rising currency, and this is working in India''s favor. The estimates for 2014-15 are USD 20 billion.

Garment Industry has huge potential to shift the additional unutilized labor out of agriculture and lift the large population above the empowerment line. To jumpstart job creation, India will need to improve its business and investment climate especially the labor incentive sector like the garment Industry.

Your company, due to its long established presence and commitment to deliver, has been able to achieve consistent growth on year to year with challenging global conditions.

The growth was evident with proactive business approach to adapt to the changes swiftly and respond positively in varying customer perception while resorting to production efficiency, value addition and cost optimization.

The year ahead continues to be challenging with a cautious optimism for growth projections. Your company is fully equipped to forge ahead on the growth path with a focused attention towards its customer deliverables, product development and the value perceptions attained through strong supply chain arrangements, innovative product designs and creations, production and sourcing efficiency, constant compliances adherence (in-house and outsourced), economy of scale and cost effectiveness.

Consolidated total revenue of the company is Rs. 4,764 crore, up by Rs.913 crore representing more than 24% in financial year 2013-14 as compared to Rs. 3,846 crore during the previous year. The consolidated Profit after Ta x of the company is Rs. 44.06 crore compared to profit of Rs.30.33 crore during the previous year. The above consolidated results (Profit after Tax) increased by an extra-ordinary item of Rs. 14.85 crore.

Your company expects that the new business initiatives with focused approach will start yielding increased consolidated revenue and improved consolidated profit in the year ahead.

SCHME OF ARRANGEMENT

The Hon''ble High Court of Delhi has vide its order dated 10th March, 2014, sanctioned the Scheme of Arrangement between the Company and PDS Multinational Fashions Limited (PDS) whereby the Demerged undertaking of the company stand demerged / hived off and merged with PDS. The Scheme has become effective with effect from May, 2014, upon filing of the Court order with Registrar of Companies, NCT of Delhi and Haryana. With this, the Sourcing, Distribution and Marketing business of the company stand divested into PDS together with investment of the company in its wholly owned subsidiary, Multinational Textile Group Limited.

CORPORATE SOCIAL RESPONSIBILITY

The company has been taking up and fulfilling its fundamental responsibility towards society. Little People Educational Society, set up by the Promoter group has been imparting employment oriented higher education. ARPAN and SOHAM are helping underprivileged children, studying in 1st to 5th level financially and also supporting the school system.

The company is formulating a formal Corporate Social Responsibilities (CSR) Policy keeping in tune with its overall business policy and goals.

DIVIDEND

The Directors recommend dividend Rs. 2/- Per Equity Share for the year 2013-14.

DIRECTORS

Mr. Pallak Seth and Dr. A. P. Bhupatkar, Directors have resigned from the Board of your company w.e.f. 12th May, 2014. Your Board of Directors places on record its appreciation to their contributions during their tenure.

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of your Company, Mrs. Shefali Seth and Mr. Vinod Vaish, Whole Time Directors would retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

In terms of applicable provisions of Companies Act, 2013 and Rules made thereunder, Mr. S. B. Mohapatra, Mr. Chittranjan Dua, Mr. Rajendra K. Aneja and Mr. Anil Nayar, Independent Directors of your company will be appointed as Independent Directors for a tenure of Five years in the ensuing Annual General Meeting.

DIRECTORS'' IDENTIFICATION NUMBER (DIN)

The following are the Directors Identification Number (DIN) of your Directors:

Mr. Deepak Seth - 00003021 Mr. Chittranjan Dua - 00036080

Mr. Pulkit Seth - 00003044 Mr. Samar Ballav Mohapatra - 00327410

Mrs.Shefali Seth - 01388430 Mr. Rajendra Kumar Aneja - 00731956

Mr. Anil Nayar - 01390190 Mr. Vinod Vaish - 01945795

SUBSIDIARY COMPANIES

In line with the requirements of Accounting Standards AS - 21 issued by the Institute of Chartered Accountants of India, consolidated financial statements presented by the Company include the financial information of its Subsidiaries. As required under Section 212 of the Companies Act, 1956, the statement in respect of the Subsidiary companies is annexed herewith and forms an integral part of this Annual Report.

AUDITORS

The Auditors, M/s S. R. Dinodia & Co., LLP, Chartered Accountants, (Regn. No. 001478N/ N500005), New Delhi, retires at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment.

FIXED DEPOSITS

Your Company has not accepted any Fixed Deposits from Public or Shareholders.

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 accounts for the financial year ended 31st March 2014, the applicable accounting standards issued by the Institute of Chartered Accountants of India have been followed. There are no material departures from prescribed accounting standards in the adoption of the accounting standards.

ii) That the Directors have adopted 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 or loss of the Company for the year under review.

iii) 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.

iv) That the Directors have prepared the accounts for the financial year ended 31st March 2014 as a ''going concern'' and on accrual basis.

LISTING

The shares of your Company are listed at Bombay Stock Exchange Limited, Mumbai and National Stock Exchange of India Limited, Mumbai. The listing fees to the Stock Exchanges for the year 2013-14 have been paid.

REGISTRAR AND SHARE TRANSFER AGENT

Link Intime India Pvt. Ltd has been appointed as Registrars and Share Transfer Agent (RTA) as common agency both for physical and demat shares, as required under Securities Contract (Regulation) Act, 1956. The detail of RTA forms part of the Corporate Governance Report.

CORPORATE GOVERNANCE

Report on Corporate Governance along with the certificate of the Auditors, confirming compliance of conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement, forms part of the Annual report.

CORPORATE GOVERNANCE VOLUNTARY GUIDELINES 2009

The company is in the process of considering adoption of Corporate Governance Voluntary Guidelines, 2009 (the Guidelines) and formulating relevant policies/codes.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of operations, performance and future outlook of the Company is given separately under the head "Management Discussion and Analysis".

NOTES TO ACCOUNTS

The observations of the Auditors, if any, have been adequately explained in Notes to Accounts and need no further clarification.

PARTICULARS OF EMPLOYEES

Particulars of employees required under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 is nil.

PARTICULARS W.R.T. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information pursuant to Section 217(1)(e) of the Companies Act, 1956, read with Rule 2 of the Companies (Disclosures of Particulars in the Report of the Board of Directors) Rules, 1988 relating to ''Energy Conservation'', ''Technology Absorption'' and Foreign Exchange earnings and outgo are provided in Annexure 1.

ACKNOWLEDGEMENT

The Directors of your Company are thankful to Bankers, Business Associates, Customers, Members, Government Bodies & Regulators for the continuous support received from them and place on record their appreciation for the sincere services rendered by the employees at all level.

For and on behalf of the Board for PEARL GLOBAL INDUSTRIES LIMITED

(VINOD VAISH) (PULKIT SETH) WHOLE-TIME DIRECTOR MANAGING DIRECTOR DIN 01945795 DIN 00003044

Place : Gurgaon Date : 26th May, 2014


Mar 31, 2013

To the Shareholders,

The Directors of your Company present the Second Annual Report and Audited Accounts for the year ended 31st March, 2013, together with the Auditors'' Report thereon.

FINANCIALS ( Rs. in Lacs)

PARTICULARS 2012 - 2013 2011 - 2012

Revenue from operations 183.90 -

Profit before Tax 15.88 -

Provision for Tax 4.62 -

Profit (Loss) after Tax 11.26 -

Transfer to General Reserve - -

DIVIDEND

Directors of your Company have not recommended any dividend for the year under report. DIRECTORS

The Board of Directors, in its meeting held on 25th September, 2012, appointed Mr. Pulkit Seth, Mr. A.K.G. Nair and Mr. Omprakash S Makam as Additional Directors of your Company In accordance with the provisions of the Companies Act, 1956, and the Articles of Association of your Company, Mrs. Payel Seth and Mr. Pallak Seth, would retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Company has also received notices for re-appointment of Mr. Pulkit Seth, Mr. A.K.G. Nair and Mr. Omprakash S Makam as Directors of the Company. Necessary resolutions for their re-appointment are included in the notice convening Annual General Meeting.

DIRECTORS IDENTIFICATION NUMBER (DIN)

The following are the Directors Identification Number (DIN) of your Directors.

Mr. Deepak Seth - 00003021 Mr. Pulkit Seth - 00003044

Mrs. Payel Seth - 00003035 Mr. A.K.G. Nair - 00011177

Mr. Pallak Seth - 00003040 Mr. Omprakash S Makam - 01908522

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 accounts for the financial year ended 31st March 2013, the applicable accounting standards issued by the Institute of Chartered Accountants of India have been followed. There are no material departures from prescribed accounting standards in the adoption of the accounting standards.

ii) That the Directors have adopted 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 or loss of the company for the year under review.

iii) 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.

iv) That the Directors have prepared the accounts for the financial year ended 31st March 2013 as a "going concern" and on accrual basis.

AUDITORS

The Auditors of your Company, M/s S. R. Dinodia & Co., Chartered Accountants (Regn. No. 001478N), New Delhi, will retire at the conclusion of the ensuing first Annual General Meeting and being eligible, offer themselves for re-appointment.

AUDITORS'' REPORT

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

FIXED DEPOSITS

Your Company has not accepted any Fixed Deposits from Public or Shareholders.

NOTES TO ACCOUNTS

The observations of the Auditors, if any, have been adequately explained in Notes to Accounts and need no further clarification.

PARTICULARS OF EMPLOYEES

The information required in terms of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 is NIL.

STATUTORY DISCLOSURES

Details of Conservation of Energy and Technology Absorption

Information pursuant to Section 217 (1)(e) of the Companies Act, 1956, read with Rule 2 of the

Companies (Disclosures of Particulars in the Report of the Board of Directors) Rules, 1988 relating to "Energy Conservation" and "Technology Absorption" are not applicable as the Company does not have any manufacturing activity.

Foreign Exchange Earnings and Outgo

1. Activities relating to export; initiative taken to increase exports; development of new export markets; and export plans.

The Company is finalizing its plans of garments sourcing and exports to the various countries.

2. Total Foreign Exchange used and earned.

Foreign Exchange Earnings (Amount in Rs.)

Particulars 2012-13 2011 - 12

Sale of Service 18,390,085 NIL Total 18,390,085 NIL

Foreign Exchange outgo-NIL ACKNOWLEDGEMENT

The Directors of your Company are thankful to Bankers and Business Associates for the continuous support received from them and place on record their appreciation for the sincere services rendered by the employees at all level.

for and On Behalf of the Board for PDS MULTINATIONAL FASHIONS LIMBED

(PULKn SETH) (OM PRAKASH S MAKAM) Place: New Delhi DIRECTOR DIRECTOR

Date: 30 May, 2013 DIN: 00003044 DIN: 01908522

 
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