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Directors Report of Starvox Electronics Ltd. Company
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Directors Report of Starvox Electronics Ltd.

Mar 31, 2014

Dear Members,

The Directors feel pleasure in presenting their 29th Annual Report together with the Audited Statements of accounts for the Financial Year ended on 31st March, 2014.

FINANCIAL RESULTS:

During the year under review, the Company has shown notable performance. The extracts of financial results 2013-14 are as under:

(Rs. In Lacs)

Particulars Current Year Previous Year 2013 - 14 2012 - 13 Rs. Rs.

Sales & Other Income 16.85 22.42

Financial Expenses 0.15 0.17

Depreciation 1.10 1.27

Profit / (Loss) Before Taxation (12.72) (8.61)

Provision for Income Tax NIL NIL

Provision for Deferred Tax NIL NIL

Profit after Taxation (12.72) (8.61)

Prior Period Adjustment NIL NIL

Transfer to General Reserve NIL NIL

Surplus brought forward (65.89) (57.27)

Balance Carried to Balance Sheet (78.61) (65.89)

OPERATIONS:

During the year, the company has maintained its business operations. However, the tough competitive market has decreased the profitability of the Company. The company anticipates more development in the business in the year to come. The suspension of BSE has been revoked and now the shares of Company are in tradable form at the Bombay Stock Exchange Limited.

DIVIDEND:

Due to lack of profits, the Directors do not recommend dividend.

DEPOSIT:

The Company has not accepted any deposits from Public under section 58A during the year under review.

DIRECTORS:

Mr. Gordhanbhai Patel, Director of the Company who is liable to retire by rotation at this Annual General Meeting and being eligible for reappointment, offers himself for reappointment. Mr. Shirish Patel and Mr. Hasmukh Modi, have resigned from the Company due to their preoccupation. Board takes on record their valuable contribution in the Company. During the year Mr. Bhavin kumar Arvid kumar Patel was appointed as Additional Director w. e. f. 19.02.2014 and on request from members received, his name is recommended for appointment as Director.

STATUTORY AUDITORS:

As per Section 139 of the Companies Act, 2013 and Rules as Companies (Audit & Auditors) rules, 2014, the statutory auditor of the Company, being chartered accountant shall hold the office in such capacity up to six years. Accordingly the term of office of M/s BPA & Co., Chartered Accountant, Ahmedabad, expires. Hence the board recommends the appointment of M/s Arpan Chudgar & Associates, Chartered Accountant, Ahmedabad as Statutory Auditor of the Company for the financial year 2014-15. The Company has received a letter to the effect that their appointment, if made, will be within the prescribed limits under section 139 (1) and section 141 of the Companies Act 2013. The said auditors will be appointed as the auditors of the Company at the ensuing Annual General Meeting. Hence, your Directors propose to appoint the Auditors as set out in the notice accompanying the Annual Accounts.

The observations contained in the Audi report submitted by M/s BPA & Co, Chartered Accountant, Ahmedabad are self explanatory and does not require any further explanation.

COMPLIANCE CERTIFICATE:

In pursuant to General Circular 08/2014 dated 04/04/2014 and sub section (1) of 383A of the Companies Act 1956 section and Companies (Compliance Certificate) Rules 2001, the Company has obtained Compliance Certificate from J. Akhani & Associates, Practicing Company Secretaries, Ahmedabad and that the Company has complied with the provisions of section 383A of the Companies Act 1956 and copy of such Compliance Certificate is annexed to this report.

ENVIRONMENT, HEALTH AND SAFETY

The Company accords the highest priority to health and environment and safety. The Company takes at most care for the employees and ensures compliance with the Environment Act.

CORPORATE GOVERNANCE

As required under Clause 49 of the Listing Agreement, the Company complies with all the conditions prescribed. As part of the Clause 49 requirement, Management Discussion and Analysis Report and Corporate Governance Report have been prepared and are annexed to Directors Report for the year 2013-14.

DIRECTORS'' RESPONSIBILITY STATEMENT:

The directors declare and confirm:

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

(B) 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 financial year ended on 31st March, 2014 and of the profit of the company for the that year.

(C) That the Directors have taken proper and sufficient care for maintenance of adequate accounting records for the year ended 31st March 2014 in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for prevention and detection of fraud and other irregularities.

(D) That the Directors have prepared the accounts for the financial year ended 31st March 2014 on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSOPTION, FOREIGN EXCHANGE EARNIGS AND OUTGO:

The details relating to technology absorption and foreign exchange earnings and outgo as prescribed under the Companies (Disclosure of particulars in the report of Board of Directors) Rules 1988 are as under.

Sr. No Particulars Foreign Exchange outgo (INR)

2013-14 2012-13

1 Raw Materials imported 172685 145631

2 Travelling Expenses - -

PARTICULARS OF EMPLOYEES:

There is no employee in the Company drawing remuneration for which information is required to be furnished under section 217 (2A) of the Companies Act 1956 read with Companies (Particulars of Employees) Rules 1975 as amended.

APPRECIATION:

The Directors feel pleasure thanking all the stakeholders who have reposed their faith in the management and the company and for their valuable support and cooperation.

PLACE: AHMEDABAD BY ORDER OF THE BOARD FOR DATE: 30.05.2014 STARVOX ELECTRONICS LIMITED

JITENDRA MEHTA MANAGING DIRECTOR


Mar 31, 2012

Dear Shareholders,

The Directors have pleasure in presenting the Twenty Seventh Annual Report for the year ended 31st March, 2012.

FINANCIAL PERFORMANCE (Rs.)

Current Year Previous Year 2011-2012 2010-2011

Total Income 22,21,363 63,51,566

Financial Expenses 12,390 4,844

Depreciation 1,41,246 1,53,768

Pfofit/ (Loss) Before Taxation (7,48,500) 35,91,211

uQss: Provision for Income Tax NIL 7,65,000

Less: Provision for Deferred Tax NIL NIL

Profit After Taxation (7,48,500) 28,26,211

Less; Prior Period adjustment NIL NIL

Transfer to General Reserve NIL NIL

Surplus Brought Forward (49,78,778) (78,04,989)

Balance carried to balance Sheet (57,27,278) (49,78,778)

The sales and other income during the year has decreased from Rs.63,51,566/- to Rs. 22,21,363/- Your Directors are making strenuous efforts to enhance the sale of SMPS and other Products by concerted marketing efforts. Your Company has suffered a Loss of Rs.7,48,500/- in current year against a profit of Rs. 35,91,211/- in the previous year. The accumulated losses as at 31st March, 2012 stands increased to Rs.57,27,278/-,

With a view to conserve resources, your Directors have decided not to recommend any dividend on Equity Shares of the Company for the year under review.

DEPOSITS

The Company has not accepted any deposits to which the provisions of Section 58-A of the Companies

Act, 1956 and the relevant rules made thereunder are applicable.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS JND

OUTGO

The particulars regarding Conservation of Energy and Technology Absorption pursuant to Section 217(1) (e) of the Companies Act, 1956 are Nil. The Company has spent foreign currency of Rs. 1,29,144/- on account of purchase of raw material, and Rs, 25,000/- on traveling expense,

PARTICULARS OF EMPLOYEES

There is no employee who is in receipt of remuneration exceeding the limits specified under Section 217(2A) of the Companies Act, 1956 and hence the information required there under is not given.

DIRECTORS'' RESPONSIBILITY STATEMENT

The Directors confirm;

a) that in the preparation of Annual Accounts, the applicable Accounting Standards except AS-2 regarding Valuation of Inventories, as reported by the Auditors, have been followed and that no material departures have been made from the same;

b) that they have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial year and of the Profit or Loss of the Company for that period;

c) that they 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;

d) That they have prepared the Annual Accounts on a Going concern basis

DIRECTORS

Mr. Gordhandas S. Patel and Mr. Hasmukh R. Modi, the Directors retire by rotation at this Annual General Meeting and being eligible, offer themselves for reappointment. Mr. Asit R. Shah was appointed as Additional director of the Company with effect from 20,h December, 2011. You are requested to accord your approval for their reappointments.

CORPORATE GOVERNANCE

The paid up Share Capital of the Company is less then Rs. 300 Lacs and therefore a report on Corporate Governance pursuant to clause 49 of the Listing Agreement is not annexed.

AUDITORS

M/s. BPA & Company, Chartered Accountants, Ahmedabad retires at the ensuing Annual General Meeting and is eligible for re-appointment. You are requested to re-appoint the said Auditors and fix their remuneration

The observations made by the Statutory Auditors of the Company in their report are dealt with in the notes on accounts of the company, which are self explanatory

COMPLIANCE CERTIFICATE

In accordance with section 383A of the Companies Act, 1956 and Companies (Compliance Certificate) Rules, 2001 the company has obtained a Certificate from a Secretary in Whole time Practice that the Company has complied with the provisions of the Companies Act, 1956 and a copy of such certificate is annexed to this report.

ACKNOWLEDGEMENT

The Board of Directors wishes to express its appreciation for the co-operation received from the Bankers, customers and the employees of the Company and look forward to their continued support in the years to come

Place : Ahmedabad For and on behalf of Board of Directors

Date : 30th May,2012 Jitendra C. Mehta

Chairman and Managing Director


Mar 31, 2010

The Directors present herewith their Twenty Fifth Annual Report for the year ended 31st March 2010 together with the Audited Accounts and the Auditors Report thereon.

FINANCIAL RESULTS (Rs.)

Current Year Previous Year

2009-2010 2008-2009

Total Income 15,84,612 28,93,257

Financial Expenses

Depreciation 2,09,611 2,18,242

Profit/ (Loss) Before Taxation (8,74,997) 1,97,093

Less: Provision for Income Tax NIL NIL

Less: Provision for Deferred Tax NIL NIL

Less: Fringe Benefit Tax NIL (8,497)

Profit After Taxation (8,74,997) 1,88,596

Less; Prior Period adjustment NIL NIL

Transfer to General Reserve NIL NIL

Surplus Brought Forward (69,29,992) (71,18,588)

Balance carried to balance Sheet (78,04,989) (69,29,992)

The sales and other income during the year has decreased from Rs. 28,93,257 to Rs. 15,84,612. Your Directors are making additional efforts to enhance the sale of SMPS and other Products by concerted marketing efforts. Your Company has current year loss of Rs.8,74,997/- against profit of Rs. 1,88,596/- of the previous year. The accumulated losses as at 31st March, 2010 stands increased to Rs. 78,04,989/- from 69,29,992/-.

In view of accumulated losses, your Directors express their inability to recommend any dividend on Equity Shares of the Company for the year under review.

Pursuant to the authority granted by the members at the Extraordinary General meeting held on 4th June, 2010, the Company has sold its factory premises without significant disturbances in the business activities at Gandhinagar and shifted its Registered office and works to Ahmedabad.

DEPOSITS

During the year, the Company has not accepted any deposits pursuant to the provisions of Section 58- A of the Companies Act, 1956 and rules made thereunder.

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

The particulars regarding conservation of energy in Form-A are not applicable, as the Company is engaged in manufacturing and assembly of Electronic Items. During the year; the Company has spent Foreign Currency of Rs. 37,698 on account of Purchase of Raw Materials.

PARTICULARS OF EMPLOYEE

There is no employee, who is in receipt of remuneration exceeding the limits specified under Section 217 (2-A) of the Companies Act, 1956.

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 that:

1) In the preparation of the account for the financial year ended 31st March, 2010, the applicable accounting standards have been followed alongwith proper explanation relating to material departures.

2) 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 or loss of the Company for the year under review.

3) The Directors have taken proper and sufficient care for the maintenance of adequate record 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.

4) The Directors have prepared the accounts for the financial year ended 31st March, 2010 on a going concern basis.

DIRECTORS

Shri Shirish G. Patel and Shri Hasmukh R. Modi, Directors retire by rotation and being eligible offer themselves for reappointment.

You are requested to re-appoint them.

Shri Rajan A Patel ceased to be a Director of the Company on account of death w.e.f. 06/11/2009.

The Board of Directors places on record its appreciation of services and guidance provided by him during his association with the company.

CORPORATE GOVERNANCE

The paid up Share Capital of the Company is less than Rs. 300 Lacs and therefore a report on Corporate Governance pursuant to clause 49 of the Listing Agreement is not annexed.

AUDITORS

M/S BPA & Company, Chartered Accountants, Ahmedabad the statutory Auditors retire at the ensuing Annual General Meeting. You are requested to reappoint them and fix their remuneration.

COMPLIANCE CERTIFICATE

In accordance with Section 383A of the Companies Act, 1956 and Companies (Compliance Certificate) Rules, 2001, the Company has obtained a Certificate from a Secretary in Whole-time Practice that the Company has complied with the provisions of the Companies Act, 1956 and a copy of such certificate is annexed to this report.

AUDITORS REPORT

With regards to auditors observations in their report the Company has made valuation of Stock - In -

Trade at cost as the market value of such Stock in Trade is not ascertainable and it is regular practice since many years. It has no material impact on valuation.

APPRECIATION

The Board of Directors places on record its appreciation for the services and support provided by the Employees of the Company and the co-operation received from the Bankers, Government Departments, Customers and other associates and look forward to their continued support in the years to come.



For and on behalf of Board of Directors

Place : Ahmedabad Jitendra C.Mehta

Date : 30th July 2010 Chairman



 
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