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Directors Report of Sashwat Technocrats Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31st March, 2014

1. SUMMARISED FINANCIAL RESULTS:

(In Lakhs)

Particulars 2013-2014 2012-2013

Total Income 10.35 3.93

Less: Total Expenditure 10.73 4.09

Profit/(Loss) before Tax (0.38) (0.16)

Profit/(Loss) after Tax (2.98) (0.16)

EPS (0.97) (0.05)

2. OPERATIONS:

The company has incurred loss of around Rs. 2.98 Lakhs as compared to last year''s loss of Rs. 0.16 Lakhs.

3. DIVIDEND

In View of loss incurred by the Company; your Directors do not recommend any dividend for the Financial Year ended on 31st March, 2014.

4. CHANGE OF NAME

During the year under review, the Company has changed its name from M/s Zenzy Technocrats Limited to M/s Sashwat Technocrats Limited approval for which was sought from shareholders at the previous Annual General Meeting held on 5th July, 2013.

5. INCREASE OF AUTHORISED SHARE CAPITAL

The Authorised Share Capital of the Company was increased from Rs. 3,00,00,000/- divided into 30,00,000 Equity Shares of Rs. 10/- each to Rs. 5,00,00,000/- divided into 50,00,000 Equity Shares of Rs. 10/- each.

6. DIRECTORS

Mr. Isaac Nadar (DIN No. 01593469) retires by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment.

Mr. Manish Jakhalia, Director (DIN 01847156) was appointed as an Independent Director of the Company w.e.f. 12.11.2011. It is proposed to appoint him for a tenure from 30th September, 2014 to 31st March, 2019 and Shareholders'' approval is sought for the same at the ensuing Annual General Meeting.

7. FIXED DEPOSITS

During the year under review, the Company has neither invited nor accepted any fixed deposits from the public.

8. AUDITORS

M/s. SARA & Associates, Chartered Accountants (FRN 120927W), Statutory Auditors of the Company, will retire at the conclusion of the ensuing Annual General Meeting. They have offered themselves for reappointment and have confirmed that their appointment, if made, would be within the limits prescribed under the Companies Act, 2013. It is proposed to appoint them for the period commencing from the conclusion of this Annual General Meeting till the conclusion of the 43rd Annual General Meeting subject to ratification of their appointment by Shareholders at every Annual General Meeting and fixation of their remuneration by the Board of Directors;

9. AUDITORS REPORT

The Auditors have not made any qualification to the financial statement. Their reports on relevant notes on accounts are self explanatory and do not call for any comments under section 217 (3) of the companies Act, 1956.

10. CORPORATE GOVERNANCE

The Company makes its best efforts to voluntarily ensure proper Corporate Governance in the affairs of the Company and its daily functioning.

11. CHANGE IN REGISTRAR AND SHARE TRANSFER AGENT

The Company has appointed M/s Purva Sharegistry (India) Private Limited as the Registrar and Share Transfer Agents in place of M/s Ajel Infotech Limited. Members are requested to please take note of the same.

12. PARTICULARS OF EMPLOYEES

Particulars of the employees of the Company pursuant to Section 217 (2A) of the Companies Act, 1956 is not given, as none of the employees come under the purview of these provisions.

13. COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988

The details relating to Conservation of energy, Technology Absorption and Foreign Exchange Earning and Outflow required to be attached in terms 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 given in view of the nature of activities of the Company. There is no Foreign Exchange earning or outgo during the year under review.

14. 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 have been followed along with proper explanation relating to material departures;

(ii) That the Directors have selected 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 and 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 on a ''going concern'' basis.

15. ACKNOWLEDGEMENTS

Your Directors would like to express their sincere appreciation and gratitude for the co-operation and assistance from its shareholders, bankers, regulatory bodies and other business constituents during the year under review.

FOR AND ON BEHALF OF THE BOARD

Sd/- Sd/- Manish Jakhalia Rohit Doshi

Place: Mumbai Date: 02.09.2014


Mar 31, 2013

To, The Shareholders,

The directors have pleasure in presenting the Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31st March, 2013

1. SUMMARISED FINANCIAL RESULTS:

(In Lakhs)

Particulars 2012 - 2013 2011 - 2012

Total Income 3.93 8.50

Less: Total Expenditure 4.09 11.00

Profit/(Loss) before Tax (0.16) (2.50)

Profit/(Loss) after Tax (0.16) (2.72)

EPS (0.05) (0.89)

2. OPERATIONS:

The company has incurred loss of around Rs. 0.16 Lakhs as compared to last year''s loss of Rs. 2.50 lakhs.

3. DIVIDEND

In View of loss incurred by the Company; your directors do not recommend any dividend for the Financial Year ended on 31st March, 2013

4. DIRECTORS

Mr. Manish Jakhalia, director of the company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re – appointment.

5. FIXED DEPOSITS

During the Year under review, the Company has neither invited nor accepted any fixed deposits from the public.

6. AUDITORS

M/s. Sara & Associates, Chartered Accountants, Statutory Auditors of the Company, will retire at the conclusion of the ensuing Annual General meeting. They have offered themselves for reappointment and have confirmed that their appointment, if made, would be within the limits prescribed under section 224(1) (B) of the Companies Act 1956.

7. AUDITORS REPORT

The Auditors have not made any qualification to the financial statement. Their reports on relevant notes on accounts are self explanatory and do not call for any comments under section 217 (3) of the companies Act, 1956.

8. CORPORATE GOVERNANCE

Company makes its best efforts to voluntarily ensure proper Corporate Governance in the affairs of the company and its daily functioning.

9. PARTICULARS OF EMPLOYEES

Particulars of the employees of the Company pursuant to Section 217 (2A) of the Companies Act, 1956 is not given, as none of the employees come under the purview of these provisions.

10. COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988

The details relating to Conservation of energy, Technology Absorption and Foreign Exchange Earning and Outflow required to be attached in terms 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 given in view of the nature of activities of the company. There is no Foreign Exchange earning or outgo during the year under review.

11. 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 have been followed along with proper explanation relating to material departures;

(ii) That the Directors have selected 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 and 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 on a ''going concern'' basis.

12. ACKNOWLEDGEMENTS

Your Directors would like to express their sincere appreciation and gratitude for the co-operation and assistance from its shareholders, bankers, regulatory bodies and other business constituents during the year under review.

FOR AND ON BEHALF OF THE BOARD



Sd/- Sd/-

Manish Jakhalia Rohit Doshi

Place: Mumbai

Dated: 30th May, 2013


Mar 31, 2011

The Directors submit the Annual Report of the Company together with the audited statement of accounts for the year ended on 31st March, 2011.

1. FINANCIAL HIGHLIGHTS

(Rs. In lacs)

Particulars For the year ended on 31st March 2011 31st March 2010

Total Income 8.60 6.32

Profit Before Tax 3.86 4.83

Less: Provision for Tax (0.16) (1.72)

Profit After Tax (0.60) (1.15)

Balance Transferred to Balance Sheet 68.12 68.73

During the period under review, your Company's gross income was Rs. 8.60 Lacs. (previous year- Rs. 6.32 Lacs) There was a loss was reduced to Rs.0.60 lacs compared to the last year Rs. 1.72 Lacs .

2. DIVIDEND

To strengthen the financial position of the Company, your Directors do not recommend any dividend for the period under consideration.

3. FIXED DEPOSITS

The Company has not accepted any deposit within the meaning of Section 58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposits) Rules, 1975.

4. AUDITORS

Your Company's Auditors M/s Parag K Shah & Co, Chartered Accountants, are due to retire at the ensuing Annual General Meeting. They have not offered themselves for reappointment. It is now proposed to appoint Messrs Sara & Associates, Chartered Accountants as the Statutory Auditor of the Company from the conclusion of this meeting till the conclusion of the next Annual General Meeting. Messrs Sara & Associates, Chartered Accountants have informed the Company that if appointed, their appointment will be within the limits prescribed under Section 224(1B) of the Companies Act, 1956.

5. DIRECTORS

Mr. Issac Nadar retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.

6. STATUTORY DISCLOSURES

A) Particulars of the employees of the Company pursuant to Section 217 (2A) of the Companies Act, 1956 is not given, as none of the employees come under the purview of these provisions.

B) Particulars required to be furnished by the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988

i) Part A and Part B relating to Conversation of Energy and technology Absorption are not applicable to the Company as your Company is not a manufacturing Company.

ii) Foreign Exchange Earning and Outgo: - During the year the Company neither had Foreign Exchange earnings nor there was any Foreign Exchange Outgo.

7. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement of section 217(2AA) of the Companies Act, 1956 ("Act") your Directors confirm that:

1. 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 31st March 2011 and of the profit or loss of the Company for that period;

2. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

3. the Directors have prepared the annual accounts on a going concern basis.

8. ACKNOWLEDGEMENTS

Your Directors would like to express their sincere appreciation and gratitude for the co- operation and assistance from its shareholders, bankers, regulatory bodies and other business constituents during the year under review.

Your Directors also wish to place on record their deep sense of appreciation for the contribution and commitment displayed by the employees.

For and on behalf of the Board

Sd/- Chairman

Place: Mumbai

Date: 30th May 2011


Mar 31, 2010

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

1. FINANCIAL RESULTS:

The Financial Results of the Company, in the previous financial year, may be summarised as follows:

(All figures in Rs.)

Financial Year ending

Particulars 31st March 2010 31st March 2009 Income from Sales 821,775.60 597,486.21

Other Income 632,42700 372,134.55

Total Income (A) 1,454,202.60 969,620.76

Operating, Administrative, Financial and 1,223,063.15 864,977.07

Miscellaneous Expenditure (B)

Profit before Tax (A - B) 231,139.45 104,643.69

Less: Provision for all taxes (116,161.22) (103,881.00)

Net Profit for the Year1 14978.23 762.69

Add: Balance b/f from previous year 6,758,097.69 6,757,335.00

Amount available for appropriation 6,873,075.92 6,758,097.69

Appropriations

Proposed Dividend on Equity - - Shares

Balance carried forward to Balance Sheet 6,873,075.92 6,758,097.69

Earning Per Share (Basic/ Diluted) 0.38 0.02

2. LISTING OF EQUITY SHARES:

The Equity Shares of the Company have continued to be listed on the Stock Exchange, Mumbai, in the current financial year. The Annual Listing Fees for the Financial Year 2009-2010 has been paid in full by the Company.

3. BOARD OF DIRECTORS:

The composition of the Board of Directors for the period under review remains the same. Mr. Ganesh Ramani is liable to retire by rotation at the upcoming AGM, and being eligible seeks re- appointment. The Board recommends his re-appointment.

4. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the requirements of Section 217(2AA) if the Companies Act 1956, with regard to Directors Responsibility Statement, it is hereby confirmed that:

(i) In the preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation;

(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 for the period ended on 31.03.2010 and of the profit/loss of the Company for that period;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities to the best of their knowledge and ability;

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

5. AUDITORS:

M/s. Parag K. Shah & Co, Chartered Accountants, Statutory Auditors of the Company, holds office until the completion of the ensuing Annual General Meeting and is eligible for reappointment. The Company proposes to reappoint M/s. Parag K. Shah & Co as the Statutory Auditors for F.Y 2010-11

6. REPLY TO COMMENTS IN THE AUDITORS REPORT:

The comments of the Auditors in their report annexed to the Audited Accounts are self explanatory and do not call for any further clarification by the Board of Directors.

7. BUY BACK OF SHARES OF THE COMPANY:

The Company, in the period under review, has not passed any resolution or undertaken any steps to initiate the procedure of buy-back of the Equity Shares of the Company.

8. FIXED DEPOSITS:

The Company has not, for the period under review, accepted, or renewed or undertaken any procedure pertaining to Fixed Deposits, under the provisions of Section 58A of the Companies Act, 1956.

9. PARTICULARS OF EMPLOYEES:

The Company has no employees to be reported under section 217(2)(A) of the Companies Act 1956 read with Companies (Particulars of Employee) Rules 1975 as amended by the Companies (Particulars of Employees) Amended Rules 2002.

10. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars of the Company, under Section 217(1)(e) of the Act, read with the Companies (Disclosure of the Particulars in the Report of the Board of Directors) Rules, 1988 are mentioned below:

(i) Conservation of Energy:

The operations of the Company, involve considerable energy consumption. The Company, however, has consistently made efforts to optimize the level of energy consumption at all levels.

(ii) Technology Absorption:

The Company continues to use the latest and advanced technology for the purpose of improving" productivity and quality of constructions and services given by the Company.

(Hi) Foreign Exchange Earnings and Outgo:

Foreign Exchange Earnings, during the year 2009-10 (in Rs.) : Rs. 8, 21,775.60

Foreign Exchange Outgo, during the year 2009-10 (in Rs.) : Nil

11. COMPLIANCE CERTIFICATE:

As per the provisions of Section 383A of the Companies Act, 1956, the Company has obtained the Secretarial Compliance Certificate from a Practicing Company Secretary for the period under review. The same is annexed in Annexure A to this Report.

12. ACKNOWLEDGEMENTS:

The Board would like to thank, the Members, Bankers, Creditors, Stakeholders, Government Authorities, customers, investors, business vendors for their support and co-operation during the year. The Directors appreciate and value the contribution made by every employee of the Zenzy Technocrat family, towards the progress of the Company.

For, and on behalf of the Board of Directors Zenzy Technocrats Limited

Sd/- Sd/- Ganesh Ramani Mahesh Chotrani Director Director

Date: 13 th May 2010 Place: Mumbai

 
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