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Directors Report of Ranklin Solutions Ltd.

Mar 31, 2010

I am delighted to present on behalf of the Board of Directors the 15th Directors Report on our business and operations of the company together with the Audited Balance Sheet, Proft and Loss Accounts of the company for the fnancial year ended 31st March, 2010.


Financial results for the year under review and as well as previous year are as follows.

(Rs. In Lacs) Particulars Year ended Yearended 31.03.2010 31.03.2009

Income from Operations 4129.60 3269.63

Other Income 4.61 4.87

PBIDT 934.38 734.97

Depreciation 101.46 65.34

Proft Before Tax (PBT) 832.92 669.63

Provision for Tax 143.61 107.36

Proft After Tax (PAT) 689.31 562.27


The turnover of the company during the year is Rs.4130 Lakhs as compared to Rs.3270 Lakhs in the previous year. The company has recorded the net proft of Rs. 689.31 Lakhs during the year in comparison with net proft of Rs 562.27 Lakhs of Previous year. The company is continuously endeavoring to achieve its objectives and implementing new plans to grab new opportunities in the IT sector.


During the year under review the Company posted a better performance due to various on-going and existing contracts. Considering the recession and pressure on the margins of software industry the Company as part of its diversifcation plan to mitigate the impact of foregoing, has amended its objects facilitating to venture into trading of gold and jewellery and other ornaments by utilizing the experience of the promoters in this feld as well as to set-up small hydro power generation units.


Based on the Companys performance, the Directors are pleased to recommend for approval of the Members a Final Dividend of 10% i.e., Rs. 1.00 per equity share for the fnancial year ending 31st March, 2010. The fnal Dividend on the Equity shares, if declared as above,

would involve an outfow of Rs. 50.4 Lakhs towards dividend and Rs.8.56 Lakhs towards dividend tax, resulting in total outfow of Rs.58.96 Lakhs.


The members of the Company approved the following resolutions through postal ballot to which the results were declared on 15th April, 2010

a) Increase of Authorised Capital to Rs.18.00 Crores

b) Issue of 25,00,000 Share Warrants to the Promoters and PACs

c) Issue of GDRs/ ADRs/ FCCBs to the extent of Rs.100 Crores


Your Company has not accepted any deposits falling under Section 58A of the Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules 1975 during the year.


During the year no changes have been taken place in the Board of Directors from last Annual General Meeting to till date.

Mr.M.Satish Kumar & K.S.Chakarathy will retire by rotation at the ensuing AGM and eligible for re-appointment who offer themselves.


In pursuance of Section 217(2AA) of the Companies Act, 1956 the Directors of your Company hereby confrm that:

(i) That in the preparation of Annual Accounts for the year ended 31st March, 2010, the applicable accounting standards have been followed along with the proper explanation relating to material departures, if any, there from;

(ii) That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the fnancial year ended 31st March, 2010 and of the proft and loss of the company for that period;

(iii) That the directors have taken proper and suffcient 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 have prepared the annual accounts on a going concern basis for the fnancial year 2009-10.


Managements Discussion and Analysis report is enclosed to this report as Annexure - A


Report on Corporate Governance along with Auditors Certifcate on Compliance with the code of Corporate Governance under Clause 49 of the Listing Agreement is enclosed as Annexure-B to this report.


M/s P.S.Nagaraju & Co, Chartered Accountants, retire at the conclusion of the ensuing AGM and being eligible offer themselves for reappointment for the fnancial year 2010-2011. Your Company has received a certifcate from the said Auditors to the effect that their re- appointment if made would be in accordance with the provisions of Sections 224(1B) of the Companies Act, 1956.


During the year none of the employees of the company is in receipt of remuneration requiring disclosure pursuant to the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, hence the same is not furnished.


Pursuant to Section 292A of the Companies Act, 1956, the Board has constituted the Audit Committee consisting three directors of the Company. The functions as envisaged in the said section have already been delegated to the Committee.


a) Conservation of Energy: The operations of the Company are not energy extensive. However, company has taken necessary steps to minimize the Energy consumption as far as possible.

b) Technology absorption: Not Applicable

c) Foreign exchange earnings and outgo:

(Rs. In lacs)

2009-10 2008-09

Foreign Exchange earnings 263 142

Foreign Exchange outgo Nil Nil


Your Company appreciates the endeavors and contribution made by the employees in achieving the object of the organization as a dedicated team of the Company. Human resource being an eminent source of achieving the objects of an organization your company put all possible efforts to attract and retain quality persons.

The HR function has been restructured to align with the new business structure. This re- organization has created multiple opportunities for leadership growth and has empowered the next generation of leaders. A host of new leadership development programmes have been developed to equip the potential leaders to meet with business challenges. The training programs at the entry level as well as the continuous learning programs covering technology, domain and project management practices have been enhanced to ensure that the Companys commitment of Experience certainty.


Your Directors also place on record their heart felt gratitude for the support extended and confdence reposed by the customers, shareholders, employees, Central and State Government agencies and suppliers and look forward for the same in future.

For and on behalf of the Board Sd/- Place : Hyderabad (M.J.V.V.D.PRAKASH) Date : 02-09-2010 Chairman & Managing Director

Oct 27, 12:00 am
Oct 27, 4:14 pm
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