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Directors Report of Suvidha Infraestate Corporation Ltd.

Mar 31, 2014

Dear Members,

The Board of Directors present herewith the 21st Annual Report along with Audited Accounts and Report of the Auditors thereon for the year ended on 31st March 2013.

FINANCIAL RESULTS

[Rs. In Rs.]

YEAR ENDED YEAR ENDED 31/03/2014 31/03/2013 PARTICULARS AMT. RS. AMT. RS.

Total Income 23261974 14448536

Total Expenditure 20358895 13618918

Proflt/(Loss) Before Tax 2903079 829618

Less: Provision for Taxation 450000 Nil

Less: Deferred Tax 1844136 9961689

Profit/(Loss) After Tax 608943 10791307

Loss Brought Forward From Previous Year (93369983) (104161290)

Balance Transferred to Balance Sheet (92761040) (93369983)

OPERATIONS

The Sales of the Company was Rs. 221 Lakhs in the current year as against last year Rs. 141 Lakhs. The profit before tax was Rs. 29.03 lakhs compared to profit before tax of Rs. 8.30 lakhs in the previous year. However, due to deferred tax of Rs. 18.44 lakhs which is only a book entry, the profit after tax become Rs. 6.08 lakhs. Your directors are hopeful of achieving higher sales and higher profit in the next year.

The company has decided to develop 70 plots of different carpet area under a scheme known as 64 Park Avenue. Up to end on March 2014, 31 plots were booked. The company has decided to book sales as per Guidance note on recognition of Revenue by Real Estate Developers issued by ICAI. Your directors are hopeful to sale remaining plots in near future.

DIVIDEND

In view of the accumulated losses, your directors do not propose dividend for the year 2013-14.

DEPOSITS

There are no deposits which have been matured and claimed by the party and remaining unpaid on the Balance Sheet date.

DIRECTORS

Shri Anupkumar Goswami and Shri Kishore Goswani Directors of the company retire by rotation at the ensuing Annual General Meeting of the company and being eligible offers themselves for reappointment.

The Company has three independent Directors, appointed under the Listing Agreement, namely Mr. Rakesh Singh and Mr. Mukundrai Vadher, who have diverse business/administrative experience and are making significant contribution to the Company. It is proposed to appoint them as Independent Directors, with a fixed tenure of upto five years each at the ensuing Annual General Meeting of the Company, subject to approval of the shareholders, in terms of Section 149 of Companies Act, 2013 (the Act). All abovementioned Independent Directors have also given declarations that they meet the criteria of independence as provided in sub-section 6 of Section 149 of the Act.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EARNINGS AND OUTGO

The particulars relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo, pursuant to Section 217(1)(e) of the Companies Act, 1956 are nil.

EMPLOYEES

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

DIRECTORS'' RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956.

The Directors hereby confirm:-

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 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, even though the company is passing through bad times and has huge accumulated losses.

AUDITORS

As per the provisions of section 139 of the Companies Act, 2013 M/S J.M.Parikh& Associates, Chartered Accountants, Ahmedabad auditors of the Company, hold the office from the conclusion of this annual general meeting until the conclusion of 25th Annual General Meeting subject to ratification of Appointment at every Annual General Meeting.

Further the auditors have confirmed their willingness and eligibility for appointment and have also confirmed that their appointment, if made, will be within the limits under section 141 (3) (g) of the Companies Act, 2013.

The Auditors have given several remarks in the CARO Report. The remarks and the response of the Management are given as follows:

1. Clause 4 (vi)

The company is taking necessary steps to regulate the matters.

2. Clause 4 (x)

While there are accumulated losses and more than 50% of Net worth of company is wiped out. The company has made a profit during the year under report and immediately preceding previous year & the directors are hopeful that over a period of time all the losses shall be wiped out.

CORPORATE GOVERNANCE REPORT

A separate report on corporate governance is attached herewith which may be considered as a part of Directors'' Report.

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

A separate report on "Management Discussions and Analysis" is attached herewith which may be considered as a part of Directors'' Report.

ACKNOWLEDGMENTS

The Board of Directors place on record their appreciation for co-operation received from its staff, bankers, various parties and authorities during the year under review.

For and on behalf of the Board of Directors SUVIDHA INFRAESTATE CORPORATION LIMITED

Place: Ahmedabad ASHOK KUMAR GOSWAMI Date: 29/05/2014 Chairman DIN 00289515


Mar 31, 2013

To The Members of SUVIDHA INFRAESTATE CORPORATION LIMITED

Gentlemen,

The Board of Directors present herewith the 21st Annual Report along with Audited Accounts and Report of the Auditors thereon for the year ended on 31st March 2013.

FINANCIAL RESULTS

[Rs. In Rs.]

YEAR ENDED YEAR ENDED 31/03/2013 31/03/2012 PARTICULARS AMT. RS. AMT. RS.

Total Income 14448536 319087

Total Expenditure 13618918 3665939

Profit/(Loss) Before Tax 829618 (3346852)

Less: Provision for Taxation Nil Nil

Less: Short Provision Of Income Tax Nil Nil

Less: Deferred Tax 9961689 Nil

Profit/(Loss) After Tax 10791307 (3346852)

Loss Brought Forward From Previous Year (104161290) (100814438)

Balance Transferred to Balance Sheet (93369983) (104161290)

OPERATIONS

The Sales of the Company was Rs. 141 Lakhs in the current year. After a long time year company has made a profit of Rs. 8.29 Lakhs. Your directors are hopeful of achieving higher sales and higher profit in the next year.

The company has decided to develop 70 plots of different carpet area under a scheme known as 64 Park Avenue. Up to end on March 2013, 29 plots were booked. The company has decided to book sales as per Guidance note on recognition of Revenue by Real Estate Developers issued by ICAI. Your directors are hopeful to sale unbooked plots in near future.

DIVIDEND

In view of the accumulated losses, your directors do not propose dividend for the year 2012-13.

DEPOSITS

There are no deposits which have been matured and claimed by the party and remaining unpaid on the Balance Sheet date.

DIRECTORS

Shri Ashokkumar Goswami and Shri Kamal K. Gajjar, Directors of the company retire by rotation at the ensuing Annual General Meeting of the company and being eligible offers themselves for reappointment.Your directors commend the resolution.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EARNINGS AND OUTGO

The particulars relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo, pursuant to Section 217(1)(e) of the Companies Act, 1956 are nil.

EMPLOYEES

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

DIRECTORS'' RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIES ACT, 1956.

The Directors hereby confirm:- 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 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, even though the company is passing through bad times and has huge accumulated losses.

AUDITORS

M/s J.M. Parikh & Associates, Chartered Accountants, Ahmedabad hold the office as Auditors until the conclusion of the ensuing Annual General Meeting and are recommended for reappointment. The company has received certificate from the said auditors to the effect that their re appointment. If made, would be within the prescribed limits u/s 224(1B) of the Companies Act, 1956.

The Auditors have given several remarks in the CARO Report. The remarks and the response of the Management are given as follows:

1. Clause 4 (vi)

The company is taking necessary steps to regulate the matters.

2. Clause 4 (x)

While there are accumulated losses and more than 50% of Net worth of company is wiped out. The company has made a profit during the year under report and the directors are hopeful that over a period of time all the losses shall be wiped out.

CORPORATE GOVERNANCE REPORT

A separate report on corporate governance is attached herewith which may be considered as a part of Directors'' Report.

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

A separate report on "Management Discussions and Analysis" is attached herewith which may be considered as a part of Directors'' Report.

ACKNOWLEDGMENTS

The Board of Directors place on record their appreciation for co- operation received from its staff, bankers, various parties and authorities during the year under review.

For and on behalf of the Board of Directors SUVIDHA INFRAESTATE CORPORATION LIMITED

Place: Ahmedabad. A. K. GOSWAMI Date: 29/05/2013 CHAIRMAN

 
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