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Directors Report of Ramsons Projects Ltd.

Mar 31, 2015

The Directors take pleasure in presenting the 21st Annual Report together with audited statements of accounts of the Company for the year ended March 31, 2015.

FINANCIAL RESULTS

The financial results of the Company for the year under review are compared below with the previous year's results for your consideration:

(Rs. in Lacs)

For the Year ended For the Year ended 31-03-2015 31-03-2014

Income from operations & Other income 5.51 17.62

Profit/(Loss) before depreciation - 1.11

Depreciation .06 0.13

Profit/(Loss) before tax (5.28) .98

Provision/Payment for Income Tax - -

Income Tax for last year 0.01 0.02

Profit/(Loss) After Tax (5.27) .96

Surplus brought forward from Previous Year 280.28 279.32

Surplus carried to Balance Sheet 274.95 280.28

OVERALL PERFORMANCE

During the year under review the company has incurred a loss of Rs.5,28,218/- before considering provision of tax for previous year.

DIVIDEND

The Board of Directors don't recommend any dividend for the year.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Managements Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges in India, is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE

Your company has complied with the mandatory provisions of clause 49, relating to Corporate Governance, of the Listing Agreement with the Stock Exchanges. A comprehensive report on Corporate Governance forming part of the Directors' Report and the certificate from the practicing company secretary confirming the compliance of conditions on corporate governance is included in the Annual Report.

FUTURE PROSPECTS

Non-banking financial companies (NBFCs) are fast emerging as an important segment of Indian financial system. It is performing as financial intermediation in a variety of ways, like making loans and advances, leasing, hire purchase, etc. They advance loans to the various wholesale and retail traders, small-scale industries and self-employed persons. Thus, they have broadened and diversified the range of products and services offered by a financial sector. Gradually, they are being recognized as complementary to the banking sector due to their customer-oriented services; flexibility and timeliness in meeting the credit needs of specified sectors; etc.

Realizing the present situation and future prospects of fund based activities for our size of companies and in the interest of all the stakeholders, the Board will take all appropriate measure to enhance the overall growth of the company.

AUDITORS & AUDIT REPORT

M/s. Sundeep Kumar & Associates, Chartered Accountants, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment. Pursuant to Section 139 and Section 141 of the Companies Act, 2013 they have confirmed that their appointment, if made, would be within the prescribed limits. Yours Directors recommend reappointment of M/s. Sundeep Kumar & Associates, Chartered Accountants, as Auditors of the company at the ensuing Annual General Meeting.

The notes to the accounts referred to in the Auditor's Report and the observations made in the Report under Companies (Auditor's Report) Order, 2003 are self-explanatory and therefore do not call for any further comments.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. KK Singh & Associates, a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company for the Financial Year 2014-15. The Secretarial Audit Report is given as Annexure 'II' forming part of this Report.

Explanation and Comments of Board on Observation in Secretarial Audit Report

1. Company website needs to be updated.

The website of the company is under maintenance and will be updated within a short span of time.

2. Company has not appointed CFO as KMP under Section 203 of the Companies Act, 2013.

During the year Company has incurred a loss and due to financial strain Company was not able to appoint CFO as KMP during the year. However company is looking for suitable candidate for the post CFO.

3. Company has not provided E Voting facility during last year in light of the MCA circular dated 17th June 2014.

During last year Ministry of Corporate Affairs have issued a circular dated 17/06/2014 making E Voting non-mandatory till 31/12/2014 and Company was in the opinion that under the ambit of the Circular E Voting is non-mandatory during the Year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Sunil Batta, and Mr. Ram Lal Sachdeva Director of the Company have resigned from the Board of Director of the Company and their resignation has been accepted by the Board.

Mr. Yogesh Sachdeva, Director of the Company will retire in ensuing Annual General Meeting and he is consented to be re-appointed as Director of the Company.

During the year Mr. Bipin Bihare Company Secretary cum Compliance Officer has resigned from the Company w.e.f. 13-02-2015

Mrs. Anita Roy was appointed as an Additional Director on 29-6-2015 in order to fulfill the requirement of Women Director on the Board. The resolution seeking approval of the Members for appointing Mrs. Anita Roy as Independent Director for a term of 5 Years have been incorporated in the notice of the forthcoming Annual General Meeting of the Company.

Brief resume, pursuant to clause 49 of the Listing Agreement of the Directors proposed to be appointed/ reappointed at the Annual General Meeting, nature of their expertise in specific functional areas and name of companies in which they hold directorship included in the notes to the Notice convening the Annual General Meeting.

Number of Meetings of the Board

During the Year 7 Board Meeting were held and details of same is given in Corporate Governance Report which forms the part of this report.

Board Evaluation

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India ("SEBI") under Clause 49 of the Listing Agreements ("Clause 49").

The Board and the Nomination and Remuneration Committee ("NRC") reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.

AUDIT COMMITTEE

The Board has constituted the Audit Committee. The composition, powers, role and terms of reference of the Committee are in accordance with the requirements mandated under Section 177 of the Companies Act, 2013 and Clause 49 of the Listing Agreement. The details of the Audit Committee along with Meetings held during the year are covered in the Corporate Governance Report which forms part of this Report.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM

The details of the Whistle Blower Policy is covered in the Corporate Governance Report which form a part of this Report.

Internal Financial Control System and their adequacy

The details of Internal Financial Control System and their adequacy are included in Management Discussion and Analysis which forms part of this report.

Policy on Director's Appointment and Remuneration and other details.

Policy on Director's Appointment and Remuneration and other details as provided under Section 178(3) of the Company has been disclosed in Corporate Governance Report and Extracts and Annual Return which forms and integral part of the Director's Report.

DIRECTORS RESPONSIBILITY STATEMENT

The information required to be furnished in terms of section 134 (5) of the Companies Act, 2013 the Board of Directors to best of their knowledge and ability, confirm that

Your Directors confirmed:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed.

b) 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 a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

c) the directors 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;

d) the directors had prepared the annual accounts on a going concern basis.

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

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

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory, and secretarial auditors and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and operationally effective during the Financial Year 2014-15.

PARTICULARS OF REMUNERATION OF DIRECTORS, KMP's AND EMPLOYEES

A statement containing the details of the Remuneration of Directors, KMP's and Employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 cannot be calculated because no salary has been given to any director during the year. However salary paid to KMP i.e. Company Secretary has been disclosed in Extracts of Annual Report Annexure 1 which forms the part of this Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

Information with respect to Conservation Of Energy, Technology Absorption & Foreign Exchange Earning And Outgo, pursuant to section 134 (3)(m) of the Companies Act, 2013 is as follows:-

a. Conservation of Energy: The operations of the Company are not power intensive. Nevertheless, the Company continues its efforts to conserve energy whenever practicable by economizing the use of power.

b. Technical Absorption: Nil

c. Foreign Exchange earnings and out go : Nil

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits from public till date within the meaning of Section the Companies Act, 2013 and rules made there under.

Corporate Social Responsibility

The Provisions of Corporate Social Responsibilities as per provisions of the Companies Act, 2013 and rules made thereunder are not applicable on the Company

DISCLOSURE ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company has set up an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at workplace. There was no case of sexual harassment reported during the year under review.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the continued support and cooperation of the shareholders, bankers, various regulatory and government authorities and employees of the Company. Your support as shareholders is greatly valued. Your directors thank you and look forward to your continuance support.

By order of the Board

For Ramsons Projects Ltd.

(Sunil Sachdeva)

Chairman cum Managing Director

DIN-00012115

Place: Gurgaon

Date : 14-08-2015


Mar 31, 2014

Dear Members,

The Directors take pleasure in presenting the 20th Annual Report together with audited statements of accounts of the Company for the year ended March 31, 2014.

FINANCIAL RESULTS

The financial results of the Company for the year under review are compared below with the previous year''s results for your consideration:

(Rs. in Lacs)

For the Year For the Year ended ended 31-03-2014 31-03-2013

Income from operations & Other income 17.62 28.93

Profit/(Loss) before depreciation 1.11 5.90

Depreciation 0.13 0.26

Profit/(Loss) before tax .98 5.64

Provision/Payment for Income Tax - .05

Income Tax for last year 0.02 8.04

Profit/(Loss) After Tax .96 (2.46)

Surplus brought forward from Previous Year 279.32 281.78

Surplus carried to Balance Sheet 280.28 279.32

OVERALL PERFORMANCE

During the year under review the company has made a profit of Rs.98,357/- before considering provision of tax for previous year.

DIVIDEND

The Board of Directors don''t recommend any dividend for the year.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Managements Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges in India, is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE

Your company has complied with the mandatory provisions of clause 49, relating to Corporate Governance, of the Listing Agreement with the Stock Exchanges. A comprehensive report on Corporate Governance forming part of the Directors'' Report and the certificate from the practicing company secretary confirming the compliance of conditions on corporate governance is included in the Annual Report.

FUTURE PROSPECTS

Non-banking financial companies (NBFCs) are fast emerging as an important segment of Indian financial system. It is performing as financial intermediation in a variety of ways, like making loans and advances, leasing, hire purchase, etc. They advance loans to the various wholesale and retail traders, small-scale industries and self-employed persons. Thus, they have broadened and diversified the range of products and services offered by a financial sector. Gradually, they are being recognized as complementary to the banking sector due to their customer-oriented services; flexibility and timeliness in meeting the credit needs of specified sectors; etc.

Realizing the present situation and future prospects of fund based activities for our size of companies and in the interest of all the stakeholders, the Board will take all appropriate measure to enhance the overall growth of the company.

AUDITORS

M/s. Sundeep Kumar & Associates, Chartered Accountants, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. Pursuant to Section 224(1B) of the Companies Act, 1956 they have confirmed that their appointment, if made, would be within the prescribed limits. Yours Directors recommend reappointment of M/s. Sundeep Kumar & Associates, Chartered Accountants, as Auditors of the company at the ensuing Annual General Meeting.

The notes to the accounts referred to in the Auditor''s Report and the observations made in the Report under Companies (Auditor''s Report) Order, 2003 are self-explanatory and therefore do not call for any further comments.

DIRECTORS

Mr. Sunil Batta, and Mr. Ram Lal Sachdeva Director of the Company have resigned from the Board of Director of the Company and their resignation has been accepted by the Board.

Mr. Sundeep Kalsi, Director of the Company will retire in ensuing Annual General Meeting and he is consented to be re-appointed as Director of the Company.

Brief resume, pursuant to clause 49 of the Listing Agreement of the Directors proposed to be appointed/ reappointed at the Annual General Meeting, nature of their expertise in specific functional areas and name of companies in which they hold directorship included in the notes to the Notice convening the Annual General Meeting.

DIRECTORS RESPONSIBILITY STATEMENT

The information required to be furnished in terms of section 217 (2AA) of the Companies Act, 1956 are set out hereunder:

Your Directors confirmed:

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 a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

iii) that the directors 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 directors had prepared the annual accounts on a going concern basis.

The Company''s Internal Auditor have conducted periodic audits to provide reasonable assurance that the Company''s established policies and procedures have been followed.

PARTICULARS OF EMPLOYEES

Your company does not have any employee, whose particulars are required to be given under the provision of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended up to date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

Information with respect to Conservation Of Energy, Technology Absorption & Foreign Exchange Earning And Outgo, pursuant to section 217 (1)(e) of the Companies Act, 1956 is as follows:-

a. Conservation of Energy: The operations of the Company are not power intensive. Nevertheless, the Company continues its efforts to conserve energy whenever practicable by economizing the use of power.

b. Technical Absorption: Nil

c. Foreign Exchange earnings and out go : Nil

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits from public till date within the meaning of Section 58A of the Companies Act, 1956 and rules made there under.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the continued support and cooperation of the shareholders, bankers, various regulatory and government authorities and employees of the Company. Your support as shareholders is greatly valued. Your directors thank you and look forward to your continuance support.

By order of the Board For Ramsons Projects Ltd.

Sd/ (Sunil Sachdeva) Chairman Cum Managing Director

Place: Gurgaon Date: 14-08-2014


Mar 31, 2012

The Directors take pleasure in presenting the 18th Annual Report together with audited statements of accounts of the Company for the year ended March 31, 2012.

FINANCIAL RESULTS

The financial results of the Company for the year under review are compared below with the previous year's results for your consideration:

(Rs. in Lacs)

For the Year ended For the Year ended 31-03-2012 31-03-2011

Income from operations & Other income 22.71 65.93

Exceptional Income (Profit on sale of Land) 280.28 0.00

Profit/(Loss) before depreciation & Interest 274.60 39.30

Interest 1.60 12.56

Depreciation 0.41 0.81

Profit/(Loss) before tax 272.58 25.93

Provision/Payment for Income Tax 50.38 4.39

Deferred Tax - 3.31

Income Tax For Last year (.087) 0.36

Profit/(Loss) After Tax 222.29 17.88

Surplus brought forward from Previous Year 59.50 41.62

Surplus carried to Balance Sheet 281.79 59.50

OVERALL PERFORMANCE

During the year under review total profit of the company after taking into consideration of exceptional income is Rs. 222.29 Lacs.

DIVIDEND

The Board of Directors donot recommend any dividend for the year.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

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

CORPORATE GOVERNANCE

Your company has complied with the mandatory provisions of clause 49, relating to Corporate Governance, of the Listing Agreement with the Stock Exchanges. A comprehensive report on Corporate Governance forming part of the Directors' Report and the certificate from the practicing company secretary confirming the compliance of conditions on corporate governance is included in the Annual Report.

FUTURE PROSPECTS

Non-banking financial companies (NBFCs) are fast emerging as an important segment of Indian financial system. It is performing as financial intermediation in a variety of ways, like making loans and advances, leasing, hire purchase, etc. They advance loans to the various wholesale and retail traders, small-scale industries and self-employed persons. Thus, they have broadened and diversified the range of products and services offered by a financial sector. Gradually, they are being recognized as complementary to the banking sector due to their customer-oriented services; flexibility and timeliness in meeting the credit needs of specified sectors; etc.

Realizing the present situation and future prospects of fund based activities for our size of companies and in the interest of all the stakeholders, the Board will take all appropriate measure to enhance the overall growth of the company.

AUDITORS

M/s. Sundeep Kumar & Associates, Chartered Accountants, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment. Pursuant to Section 224(1B) of the Companies Act, 1956 they have confirmed that their appointment, if made, would be within the prescribed limits. Yours Directors recommend reappointment of M/s. Sundeep Kumar & Associates, Chartered Accountants, as Auditors of the company at the ensuing Annual General Meeting.

The notes to the accounts referred to in the Auditor's Report and the observations made in the Report under Companies (Auditor's Report) Order, 2003 are self-explanatory and therefore do not call for any further comments.

DIRECTORS

Mr. Yogesh Sachdeva Director of the Company will retire in ensuing Annual General Meeting and he is consented to be re-appointed as Director of the Company.

Brief resume, pursuant to clause 49 of the Listing Agreement of the Directors proposed to be appointed/ reappointed at the Annual General Meeting, nature of their expertise in specific functional areas and name of companies in which they hold directorship included in the notes to the Notice convening the Annual General Meeting.

DIRECTORS RESPONSIBILITY STATEMENT

The information required to be furnished in terms of section 217 (2AA) of the Companies Act, 1956 are set out hereunder:

Your Directors confirmed:

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 a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

iii) that the directors 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 directors had prepared the annual accounts on a going concern basis.

The Company's Internal Auditor have conducted periodic audits to provide reasonable assurance that the Company's established policies and procedures have been followed.

PARTICULARS OF EMPLOYEES

Your company does not have any employee, whose particulars are required to be given under the provision of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended up to date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

Information with respect to Conservation Of Energy, Technology Absorption & Foreign Exchange Earning And Outgo, pursuant to section 217 (1)(e) of the Companies Act, 1956 is as follows:-

a. Conservation of Energy: The operations of the Company are not power intensive. Nevertheless, the Company continues its efforts to conserve energy whenever practicable by economizing the use of power.

b. Technical Absorption: Nil

c. Foreign Exchange earnings and out go : Nil

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits from public till date within the meaning of Section 58A of the Companies Act, 1956 and rules made there under.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the continued support and cooperation of the shareholders, bankers, various regulatory and government authorities and employees of the Company. Your support as shareholders is greatly valued. Your directors thank you and look forward to your continuance support.

By order of the Board

For Ramsons Projects Ltd.



(Sunil Sachdeva)

Chairman Cum Managing Director

Place: Gurgaon

Date: 27-08-2012


Mar 31, 2011

Dear Members,

The Directors take pleasure in presenting the 17th Annual Report together with audited statements of accounts of the Company for the year ended March 31, 2011.

FINANCIAL RESULTS

The financial results of the Company for the year under review are compared below with the previous year's results for your consideration:

(Rs. in Lacs)

For the Year ended For the Year ended 31-03-2011 31-03-2010

Income from operations & Other income 65.93 119.43

Profit/(Loss) before depreciation & Interest 39.30 25.97

Interest 12.56 10.73

Depreciation 0.81 1.41

Profit/(Loss) before tax 25.93 13.83

Provision/Payment for FBT 0.00 0.00

Provision/Payment for Income Tax 4.39 2.43

Deferred Tax 3.31 (2.05)

Income Tax For Last year 0.36 0.12

Profit/(Loss) After Tax & before minority interest 17.88 13.33

Profit/(Loss) After Tax 17.88 13.33

Surplus brought forward from Previous Year 41.62 28.29

Surplus carried to Balance Sheet 59.50 41.62

OVERALL PERFORMANCE

The Company's total income on consolidated basis during the year is Rs. 28.28 Lacs.

DIVIDEND

The Board of Directors donot recommend any dividend for the year.

SUBSIDIARY COMPANY

During the Financial Year 2010-11, the Company had one subsidiary company viz., M/s. Sumel Housing Finance Pvt. Ltd.. Further in the Board meeting held on 15th June, 2011 company has disinvested the shares held in its subsidiary company and accordingly, the relation between Holding and Subsidiary has ceased.

The Ministry of Corporate Affairs, Government of India has granted a general exemption (vide Circular No. 2/2011 dated 8th February, 2011) to companies from attaching the Balance Sheet, Profit and Loss Account and other documents referred to in Section 212(1) of the Act in respect of its subsidiary company, subject to fulfillment of the conditions mentioned therein. Accordingly, the said documents are not being attached with the Balance Sheet of the Company. The Annual Accounts of the subsidiary company is open for inspection by any Member/ Investor and the Company will make available these documents/details upon request by any member of the Company and would be posted on the website of the Company.

CONSOLIDATED FINANCIAL STATEMENTS

The Company has consolidated the accounts of its subsidiary company M/S. Sumel Housing Finance Pvt. Ltd. and associate company M/s. SAS Serivizio Pvt. Ltd. The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21 and AS-23) issued by the Institute of Chartered Accountants of India and the same together with Auditors' Report thereon form part of the Annual Report.

These statements have been prepared on the basis of financial statements received from the Subsidiary company and its associates company as approved by its Board.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Managements Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges in India, is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE

Your company has complied with the mandatory provisions of clause 49, relating to Corporate Governance, of the Listing Agreement with the Stock Exchanges. A comprehensive report on Corporate Governance forming part of the Directors' Report and the certificate from the practicing company secretary confirming the compliance of conditions on corporate governance is included in the Annual Report.

FUTURE PROSPECTS

Non-banking financial companies (NBFCs) are fast emerging as an important segment of Indian financial system. It is performing as financial intermediation in a variety of ways, like making loans and advances, leasing, hire purchase, etc. They advance loans to the various wholesale and retail traders, small-scale industries and self-employed persons. Thus, they have broadened and diversified the range of products and services offered by a financial sector. Gradually, they are being recognized as complementary to the banking sector due to their customer-oriented services; flexibility and timeliness in meeting the credit needs of specified sectors; etc.

Realizing the present situation and future prospects of fund based activities for our size of companies and in the interest of all the stakeholders, the Board will take all appropriate measure to enhance the overall growth of the company.

AUDITORS

M/s. Sundeep Kumar & Associates, Chartered Accountants, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment. Pursuant to Section 224(1B) of the Companies Act, 1956 they have confirmed that their appointment, if made, would be within the prescribed limits. Yours Directors recommend reappointment of M/s. Sundeep Kumar & Associates, Chartered Accountants, as Auditors of the company at the ensuing Annual General Meeting.

The notes to the accounts referred to in the Auditor's Report and the observations made in the Report under Companies (Auditor's Report) Order, 2003 are self-explanatory and therefore do not call for any further comments.

DIRECTORS

Mr. Neeraj Sehgal Director has tendered his resignation from the Board of Directors of the Company w.e.f. 2nd August, 2011 and his resignation has been accepted. The Board has placed its appreciation of the valuable contribution made to the Company by Mr. Sehgal.

Mr. Sunil Batta was appointed as Additional Director w.e.f. 2nd August, 2011, in accordance with Article 100 of the Articles of Association and Section 260 of the Companies Act, 1956. Mr. Batta holds the office only up the date of the forthcoming Annual General Meeting and a notice under section 257 of the Act has been received from a member signifying his intention to propose Mr. Batta appointment as a Director.

Mr. Ram Lal Sachdeva Managing Director of the Company has resigned and the same has been accepted in the meeting of Board of Directors held on 2nd August, 2011 but he will remain in the Board and continue to act as Director of the Company. The Board has place its appreciation of the valuable contribution made to the Company by Mr. R L Sachdeva.

In terms of provisions of Section 198, 269 read with Schedule XIII of the Companies Act, 1956 and subject to approval of Shareholders in the Annual General Meeting Mr. Sunil Sachdeva Director of the Company has been appointed as Chairman cum Managing Director (CMD) of the Company in Board Meeting held on 2nd August, 2011.

Mr. Sanjay Batra Director of the Company will retire in ensuing Annual General Meeting and he is consented to be re-appointed as Director of the Company.

Brief resume, pursuant to clause 49 of the Listing Agreement of the Directors proposed to be appointed/ reappointed at the Annual General Meeting, nature of their expertise in specific functional areas and name of companies in which they hold directorship included in the notes to the Notice convening the Annual General Meeting.

DIRECTORS RESPONSIBILITY STATEMENT

The information required to be furnished in terms of section 217 (2AA) of the Companies Act, 1956 are set out hereunder:

Your Directors confirmed:

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 a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

iii) that the directors 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 directors had prepared the annual accounts on a going concern basis.

The Company's Internal Auditor have conducted periodic audits to provide reasonable assurance that the Company's established policies and procedures have been followed.

PARTICULARS OF EMPLOYEES

Your company does not have any employee, whose particulars are required to be given under the provision of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended up to date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

Information with respect to Conservation Of Energy, Technology Absorption & Foreign Exchange Earning And Outgo, pursuant to section 217 (1)(e) of the Companies Act, 1956 is as follows:-

a. Conservation of Energy: The operations of the Company are not power intensive. Nevertheless, the Company continues its efforts to conserve energy whenever practicable by economizing the use of power.

b. Technical Absorption: Nil

c. Foreign Exchange earnings and out go : Nil

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits from public till date within the meaning of Section 58A of the Companies Act, 1956 and rules made there under.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the continued support and cooperation of the shareholders, bankers, various regulatory and government authorities and employees of the Company. Your support as shareholders is greatly valued. Your directors thank you and look forward to your continuance support.

By order of the Board For Ramsons Projects Ltd.



(Sunil Sachdeva) Chairman Cum Managing Director

Gurgaon, 2nd August, 2011


Mar 31, 2010

The Directors take pleasure in presenting the 16th Annual Report together with audited statements of accounts of the Company for the year ended March 31, 2010.

FINANCIAL RESULTS

The financial results of the Company for the year under review are compared below with the previous years results for your consideration:

(Rs. in Lacs)

For the Year ended For the Year ended 31-03-2010 31-03-2009

Income from operations & Other income 126.76 113.00

Profit before depreciation & Interest 27.08 21.07

Interest 10.73 0.00

Depreciation 1.40 1.47

Profit before tax 14.95 19.61

Provision/Payment for FBT 0.00 0.37

Provision/Payment for Income Tax 3.70 2.02

Deferred Tax (2.90) 1.47

Income Tax For Last year 0.12 0.25

Profit After Tax& before minority interest 14.03 0.00

Profit After Tax 51.12 15.50

Surplus brought forward from Previous Year 28.28 12.78

Surplus carried to Balance Sheet 466.38 28.28

OVERALL PERFORMANCE

The Companys total income on consolidated basis during the year is Rs. 126.76 Lacs a increase of 11.50% over the previous financial year.

DIVIDEND

The Board of Directors dont recommend any dividend for the year.

SUBSIDIARY COMPANY

During the Financial Year 2009-10, the Company has one subsidiary company viz., M/s. Sumel Housing Finance Pvt. Ltd. incorporated on 26th February, 2007. It has obtained certificate of registration from National Housing Bank for carrying on housing finance business. The statement pursuant to Section 212 of the Companies Act, 1956 is attached and forms part of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

The Company has consolidated the accounts of its subsidiary company M/S. Sumel Housing Finance Pvt. Ltd. and associate company M/s. SAS Serivizio Pvt. Ltd. The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21 and AS-23) issued by the Institute of Chartered Accountants of India and the same together with Auditors Report thereon form part of the Annual Report.

These statements have been prepared on the basis of financial statements received from the Subsidiary company and its associates company as approved by its Board.

SELL/DISPOSE OFF STONE MANUFACTURING UNIT

During the financial year 2009-10 company has closed its stone manufacturing unit situated at Tandoor. As per section 192A of the Act, read with the Companies (Passing of the Resolution by Postal Ballot) Rules 2001, consent of the shareholders under section 293(1)(a) of the Companies Act,1956 for disposal of land, office equipment, vehicles and furniture etc. were taken.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Managements Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges in India, is presented in a separate section forming part of the Annual Report.

CORPORATE GOVERNANCE

Your company has complied with the mandatory provisions of clause 49, relating to Corporate Governance, of the Listing Agreement with the Stock Exchanges. A comprehensive report on Corporate Governance forming part of the Directors Report and the certificate from the practicing company secretary confirming the compliance of conditions on corporate governance is included in the Annual Report.

FUTURE PROSPECTS

Non-banking financial companies (NBFCs) are fast emerging as an important segment of Indian financial system. It is performing as financial intermediation in a variety of ways, like making loans and advances, leasing, hire purchase, etc. They advance loans to the various wholesale and retail traders, small-scale industries and self-employed persons. Thus, they have broadened and diversified the range of products and services offered by a financial sector. Gradually, they are being recognized as complementary to the banking sector due to their customer-oriented services; flexibility and timeliness in meeting the credit needs of specified sectors; etc.

Realizing the present situation and future prospects of fund based activities for our size of companies and in the interest of all the stakeholders, the Board will take all appropriate measure to enhance the overall growth of the company.

AUDITORS

M/s. Sundeep Kumar & Associates, Chartered Accountants, Auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment. Pursuant to Section 224(1B) of the Companies Act, 1956 they have confirmed that their appointment, if made, would be within the prescribed limits. Yours Directors recommend reappointment of M/s. Sundeep Kumar & Associates, Chartered Accountants, as Auditors of the company at the ensuing Annual General Meeting.

The notes to the accounts referred to in the Auditors Report and the observations made in the Report under Companies (Auditors Report) Order, 2003 are self-explanatory and therefore do not call for any further comments.

DIRECTORS

Mr. Naresh Ajwani was appointed in the 15th annual general meeting held on 18th September, 2009 in casual vacancy caused by resignation of Harvinder Singh and Mr. Vinod Madan, whole time director of the company was appointed on 20th October,1997 have resigned from the Board. The Board accepted their resignations in the Meeting held on 3rd day of September, 2010 and placed on record its appreciation to the contribution made by them during their tenure.

Pursuant to the provisions of the Companies Act, 1956, Mr. Sundeep Kalsi, Directors of your Company, retire by rotation at the ensuing Annual General Meeting of your Company, and being eligible, have offered himself for re-appointment.

Mr. Neeraj Sehgal was appointed as director in casual vacancy caused by resignation of Mr. R P Sharma in the 15th annual general meeting held on 18th September, 2009. As per provisions of Section 262 of the Companies Act, 1956 any person so appointed shall hold office only up to the date up to which the director in whose place he is appointed would have held office accordingly Mr. Neeraj Sehgal will retire in ensuing Annual General Meeting and he is consented to be re-appointed as Director of the Company.

Brief resume, pursuant to clause 49 of the Listing Agreement of the Directors proposed to be appointed/ reappointed at the Annual General Meeting, nature of their expertise in specific functional areas and name of companies in which they hold directorship included in the notes to the Notice convening the Annual General Meeting.

DIRECTORS RESPONSIBILITY STATEMENT

The information required to be furnished in terms of section 217 (2AA) of the Companies Act, 1956 are set out hereunder:

Your Directors confirmed:

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 a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

iii) that the directors 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 directors had prepared the annual accounts on a going concern basis.

The Companys Internal Auditor have conducted periodic audits to provide reasonable assurance that the Companys established policies and procedures have been followed.

PARTICULARS OF EMPLOYEES

Your company does not have any employee, whose particulars are required to be given under the provision of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended up to date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

Information with respect to Conservation Of Energy, Technology Absorption & Foreign Exchange Earning And Outgo, pursuant to section 217 (1)(e) of the Companies Act, 1956 is as follows:-

a. Conservation of Energy: The operations of the Company are not power intensive. Nevertheless, the Company continues its efforts to conserve energy whenever practicable by economizing the use of power.

b. Technical Absorption: Nil

c. Foreign Exchange earnings and out go : Nil

PUBLIC DEPOSITS

The Company has not accepted any fixed deposits from public till date within the meaning of Section 58A of the Companies Act, 1956 and rules made there under.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the continued support and cooperation of the shareholders, bankers, various regulatory and government authorities and employees of the Company. Your support as shareholders is greatly valued. Your directors thank you and look forward to your continuance support.

By order of the Board For Ramsons Projects Ltd. Place: Gurgaon

Date : 03-09-2010 (Sunil Sachdeva) Chairman


Mar 31, 2002

The Directors have pleasure in presenting their Eighth Annual Report together with the Audited Accounts of your Company for the year ended 31st March , 2002.

FINANCIAL HIGHLIGHTS

Financial Statement as at 31st March, 2002 is summarised as follows :

For the year ended 31st March, 2002 31st March, 2001 (IN LACS) (IN LACS)

Total Income 65.39 20.29

Profit before tax 1.31 1.41

Provision for tax .10 .11

Profit after tax 1.21 1.30

DIVIDEND / TRANSFER TO RESERVES

Keeping in view the Financial Results of the company for the year ended 31st March, 2002 no dividend is proposed by the Board of Directors for this year.

OPERATIONS

The Company had a good turnover in Electricals Items in the previous year. The Company also expects good turnover in the year to come. Apart from this the Company is also having some good orders for supply of stones and expects a high increase in total turnover. Companys interest income is reasonable.

RESOURCE MOBILISAION / DEPOSITS

Your company has not raised any funds from public or by private placement. The funds of the company are employed in trading of electrical & stone goods , financing and investment in securities.

DIRECTORS

Mr. Vinod Madan and Mr. R.P.Sharma , Directors of the company retires by rotation and being eligble offers themselves for re-appointment.

Mr. Shiv Prasad and Mr. Krishan Kumar were appointed as Additional Directors effective from 30th March , 2002. Necessary notice in respect of the above two directors , proposing their candidature for Directorship under Section 257 of the Companies Act , 1956 , along with requisite deposits , has been received. Their respective appointment as Directors of the company is recommended by the Board.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the requirements of Section 217 (2AA) of the Companies Act, 1956 , the Directors of the Company declare that:

(i) in the preparation of the final accounts , the applicable accounting standards have been followed along with proper explanation relating to material departures.

(ii) The Directors had selected such accounting policies and applied them consistently.

(iii) The Directors had taken proper and sufficient care for the maintainence of adequate accounting records in accordance with the provisions of the Companies Act , 1956 , for safeguarding the assests of the company and for preventing and detecting fraud and other irregularities;

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

AUDITORS

M/S Sobti, Arora & Grover, Chartered Accountants , retire at the conclusion of this Annual General Meeting and are eligble for re-appointment. The requisite certificate under Section 224 (1B) of the Companies Act, 1956 has been received from them. Your board recommends their re-appointment as Companys Auditor for the Financial Year 2002-2003.

PUBLIC DEPOSIT

Your company did not accept any public deposit during the year.

PERSONNEL

None of the employee were paid remuneration in excess of the limits prescribed under section 217(2A) of the Companies Act, 1956 rely with the Companies (particular of employees) Rules 1975.

CONSERVATION OF ENERGY , TECHNOLOGY ABSORPTION , FOREIGN EXCHANGE EARNINGS AND OUTGO DURING THE YEAR

Since your company did finance & trading business during the year so this provision relating to energy/technology absorption is not applicable . During the year there is no earning or outgo of foreign exchange.

ACKNOWLEDGEMENT

Your directors wish to place on record their sincere appreciation for the whole hearted co-operation and assistance extended by its Dealers . Shareholders . Bankers . Business Constituents and the services rendered by the staff and officers of the Company.

For & on behalf of the Board of Directors

Sd- RAM LAL SACHDEVA CHAIRMAN

DATE : 27th AUGUST, 2002. PLACE: NEW DELHI

 
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