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Directors Report of Tarmat Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their 30th Annual Report on the business and operations of the Company and the accounts for the Financial Year ended March 31,2015.

1. Financial summary Performance of the Company: (Standalone)

(Rs. in Lacs)

Particulars 31st March, 31st March, 2015 2014

Total Income 6,768.08 10,726.69

Total Expenditure 8,906.61 13,012.36

Profit Before Tax & Exceptional items (2,138.52) (2,285.67)

Exceptional items 0.00 0.00

Extraordinary Items - 0.00 (1044.15)

Provision for Taxation 0.00 0.00

Provision for Deferred Tax 43.05 43.27

Profit/(Loss) for the year after Tax and exceptional items (2,095.48) (2,242.40)

Balance Brought Forward (2,023.94) 218.47

Balance Carried Forward (4,119.42) (2023.94)

2. Performance of the company:

The turnover during the year ending 31 st March 2015 was Rs. 6,620.51 lacs against Rs.10,531.95 lacs for the previous year ended 31 st March 2014.

The overall infrastructure scenario in India seems to be in turmoil, due to which projects are not being sanctioned, and projects previously sanctioned are finding it hard to get the necessary clearances from statutory authorities. Due to this various clearances issues on ongoing projects, has caused an extreme delay in payment receivables, which in turn has caused a substantial increase on overall debt, causing a serious increase in interest cost. Due to this substantial increase in finance cost, the bottom line of the organization to taken a hard hit.

Future prospects

A consistent endeavor is made in acquiring of specialized projects such as Airfield pavements in which the organization specializes, and with government proposing huge investments in the Infrastructure scenario especially regional Airports, we expect our organization to acquire substantial number of projects in our portfolio.

Capital and Finance:

A Major concern for the origination is the high interest cost, which was found extremely difficult to match with the previous trend in delayed payment receipts.

In order to reduce the overall debt, the organization has identified certain key assets, which can be en cashed, and would bring in a substantial amount of capital, further helping in reduction of interest.

3. Dividend:

As you are aware, during the year 2014-15 the performance did not match expectation. Cash flow has not substantially improved as the company did not receive disbursements from customers on timely basis. To regularise the funds flow, your directors decided to retain the resources and hence do not recommend any dividend for this year too.

4. Reserves:

There are no transfers to Reserves during the current Financial year.

5. Directors and Key Managerial Personnel:

Mrs Saramma Varghese, Director retire by rotation at the forthcoming Annual General Meeting and being eligible, offer herself for reappointment.

During the year, Mr. Pratul Dube has been appointed as an Additional Director w.e.f 14th February, 2015. Mr. Anil G Joshi has resigned as Director of the Company w.e.f. 11th December, 2014.

Mr. Pratul Dube holds office up to the date of ensuing Annual General Meeting of the Company. The company has received notice from the member of the company for his appointment as a Director of the Company. Mr. Pratul Dube meets the criteria of independence, hence he can be appointed as an independent Director not liable to retire by rotation.

Mr. Shreekumar Nair has resigned as Company Secretary with effect from 31st May 2014. Mr. S. Chakraborty has been appointed as Company Secretary with effect from 12th August, 2014.

Mr. Anindya Mitra has resigned as Chief Financial Officer. Further Mr. Shridhar Shetty has been appointed as a CFO w.e.f. 23rd August, 2014

The Composition of the Board as on end of the financial year is as under:

Mr. Jerry Varghese Managing Director

Mrs. Saramma Varghese Executive Director

Mr. Dilip Varghese Whole-time Director

Mr. R.C Gupta Independent Director

Mr. Chandrakant S Sanghavi Independent Director

Mr. Pratul Dube Non-Executive Independent Director

6. Material changes affecting the Nature of Business and Financial position of the Company:

There were no material changes affecting the nature of business and financial position of the Company during the year under review expect default in repayment of interest due to Vijay Bank which has classified the account as "Non Performing Asset".

7. Particulars of Employees:

The table containing the names and other particulars of employees in accordance with the provisions of Section 197 (12) of the Companies act, 2013, with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is appended as ANNEXURE -II.

There are no employees in the company during the year under review who is in receipt of remuneration of Rs.60,00,000 p.a. or Rs. 5,00,000 p.m. if employed during the part of the year.

8. Meetings:

During the year Four Board Meetings and Four Audit Committee Meetings were convened and held. The details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

9. Declaration by an Independent Directors

The Board of Directors declare that the Independent Directors Mr. Chandrakant Sanghavi Shantilal, Mr. Ramesh Chander Gupta and Mr. Pratul Govind Dube are:

a) in the opinion of the Board, are persons of integrity and possesses relevant expertise and experience;

b) (i) who were or were not a promoter of the company or its holding, subsidiary or associate company (ii) who are not related to promoters or directors in the company, its holding, subsidiary or associate Company;

c) Who have or had no pecuniary relationship with the company, its holding, subsidiary or associate company or their promoters or directors, during the two immediately preceding financial years or during the current financial year;

d) None of whose relatives has or had pecuniary relationship or transaction with the company, its holding, subsidiary or associate company or their promoters, or directors, amounting to two percent or more of its gross turnover of total income or fifty lakh rupees or such higher amount as may be prescribed, whichever is lower, during the two immediately preceding financial years or during the current financial year;

e) Who, either himself nor any of his relatives -

(i) holds or has held the position of a key managerial personnel or is or has been employee of the company or its holding, subsidiary or associate company in any of the three financial year immediately preceding the financial year in which he is proposed to be appointed;

(ii) is or has been an employee or propriety or a partner, in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed, of -

1. a firm of auditors or company secretaries in practice or cost auditors or the company or its holding, subsidiary or associate company; or

2. any legal or a consulting firm that has or had any transaction with the company, its holding, subsidiary or associate company amounting to ten percent or more of the gross turnover of such firm;

(iii) holds together with his relative two per cent, or more of the total voting power of the company; or

(iv) is a Chief Executive or director, by whatever name called, of any nonprofit organization that receives twenty-five percent or more of its receipts from the company, any of its promoters, directors or its holding, subsidiary or associate company or that holds two per cent or more of the total voting power of the company; or

f) Who possesses such other qualification as may be prescribed.

10. Familiarisation programme for Independent Directors:

The Company proactively keeps its Directors informed of the activities of the Company, its management and operation and provides an overall industry perspective as well as issues being faced by the industry. The details of various familiarisation programmes provided to the Directors of the Company is available on the Company's website.

11. Remuneration Policy:

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report.

12. Composition of Audit Committee:

The Audit Committee comprises of four members: Mr. A.G. Joshi, Chairman, Mr. C.S. Sanghavi and Mr. R.C. Gupta, independent directors, Mrs. Saramma Varghese, Executive Director and Mr. Pratul Dube Independent Director. Mr. S. Chakraborty, Company Secretary also acts as the Secretary to the Audit Committee. On resignation of Mr. A.G. Joshi from the Board of the company he ceased to be the member of the Audit committee and Mr. Pratul Dube the new Independent Director has been appointed in his place.

13. Internal Financial Control:

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation were observed.

14. Auditors:

The Auditors, M/s. Hegde & Associates, Chartered Accountants, retire at the ensuing Annual General Meeting and being eligible offer themselves for reappointment from the conclusion of this Annual General Meeting [AGM] till the conclusion of next AGM. They have submitted a certificate to the effect that the proposed re-appointment if made will be in accordance with Section 141 of the Companies Act, 2013.

15. Auditors' Report:

The Auditors' Report does not contain any qualification. Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.

16. Disclosure about Cost Audit:

As per the Cost Audit Orders, Cost Audit is applicable to the Company for the FY 2015-16.

In view of the same and in terms of the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, Mr. Satish Ramanlal Shah, Cost Accountants have been appointed as Cost Auditors to conduct the audit of cost records of your company for the financial year 2015-16. The remuneration proposed to be paid to them requires ratification of the shareholders of the Company. In view of this ratification for payment of remuneration to Cost Auditors is being sought at the ensuing AGM.

The Company submits its Cost Audit Report with the Ministry of Corporate Affairs.

17. Secretarial Audit Report:

In terms of Section 204 of the Act and Rules made there under, M/s. Prashant Diwan, Practicing Company Secretary was appointed Secretarial Auditors of the Company. The report of the Secretarial Auditors is enclosed as ANNEXURE III to this report. The Company has received the Secretarial Audit report with two observations on which the management replies are as below.

1. Notice as required under Law was obtained from a shareholder for election of the Director but without Deposit. However since the director was duly elected by the shareholders at the last AGM the observation has become redundant.

2. The amount of Rs.1,77,000 will be transferred to the appropriate Fund during the current year.

18. Details of Subsidiary, Associates & Joint Ventures:

The Company does not have any Subsidiary, Associates and Joint Ventures.

19. Vigil Mechanism :

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The policy of Vigil Mechanism and Whistle Blower can be accessed at www.tarmat.in.

20. Risk Management:

The company has devised and implemented a mechanism for risk management and has developed a Risk Management policy. The policy provides for constitution of a Risk Management Committee which will work towards creating a Risk Register, identifying internal and external risks and implementing risk mitigation steps. The committee will on a quarterly basis provide status update to the Board of Directors of the Company.

21. Extract Of Annual Return:

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 as a part of this Annual Report as ANNEXURE I.

22. Deposits:

The Company has not accepted any deposits from public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet.

23. Particulars of loans, guarantees or investments under section 186

The Company has not made any Loans and Guarantee pursuant to Section 186 of the Companies Act, 2013. Further, there is no new investment made by the Company during the year pursuant to Section 186 of the Companies Act, 2013, however details of investments made are detailed in Note 12 of the Financial Statements for the year ended 31st March, 2015.

24. Particulars of contracts or arrangements with related parties:

The Company has not entered into any contracts or arrangements with related parties referred to in Section 188(3) of the Companies Act, 2013.

25. Corporate Governance:

As required by Clause 49 of the Listing Agreement with the Stock Exchanges, the Corporate Governance Report, Management Discussion and Analysis, and the Auditor's Certificate regarding compliance of conditions of Corporate Governance, form part of the Annual Report.

26. Conservation of energy, technology absorption and foreign exchange earnings and outgo:

The information as required under Section 134(3) (m) of The Companies Act, 2013 read with Rule'8(3) of The Companies (Accounts) Rules, 2014 with respect to conservation of energy, technology absorption and foreign exchange earnings is given below:

i. Conservation of energy:-

a) Improvisation and continuous monitoring of Power Factor and replacement of weak capacitors by conducting periodical checking of capacitors.

b) The Company has endeavored to optimize the use of energy resources and taken adequate steps to avoid wastage and use latest production technology and equipment.

c) Though the Company is making adequate use of energy resources it is looking forward to setup necessary energy conservation equipments in near future.

ii. Technology Absorption:-

a) The Company continues to use the latest technologies for improving the productivity and quality of its services and products.

b) The Company's operations do not require significant import of technology,

iii. Foreign exchange earnings and Outgo:-

The Foreign Exchange earned in terms of actual inflows during the year and the Foreign Exchange outgo during the year in terms of actual outflows is NIL

27. Directors' Responsibility Statement:

The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that—

(i) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) 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 and loss of the company for that period;

(iii) 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) the directors had prepared the annual accounts on a going concern basis;

(v) the directors, further state that they have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(vi) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

28. Orders passed by the Regulators or Courts or Tribunals:-

No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status of the Company's operation in future.

29. Acknowledgements:

An acknowledgement to all with whose help, cooperation and hard work the Company is able to achieve the results.

For and on behalf of the Board of Directors:

Sd/- CHAIRMAN

Date: 08th August, 2015 Place: Mumbai.


Mar 31, 2014

Dear members,

The directors are pleased to present the 29th Annual Report of the company and the audited accounts for the year ended 31st March, 2014

Financial Results : (Rs. in Lacs) Particulars 31st March, 2014 31st March, 2013

Total Income 10726.69 15738.57 Total Expenditure 13012.37 16676.17

Profit Before Tax & Exceptional items (2285.68) (937.60)

Exceptional items 0.00 (1044.15)

Provision for Taxation 0.00 (700.00)

Provision for Deferred Tax 43.27 54.42

Profit/(Loss) for the year after Tax and exceptional items (2242.41) (2627.33)

Balance Brought Forward 218.47 2845.79

Balance Carried Forward (2023.94) 218.46

Performance of the Company:

The turnover during the year reduced to Rs.10531.95 lacs as compared to Rs.15457.38 lacs for the previous year ended 31st March 2013.

The infrastructure sector in India presents a pitiable picture. Every infra company is finding the going tough in India. Getting sanctions and clearances from statutory authorities is cumbersome. Receiving payments against bills is delayed. High interest coupled with higher overheads has eaten away the profits. Your company is no exception to this scenario.

Future prospects

The management is of the opinion that unless the interest burden is reduced, the company will find it difficult to make profits. Hence some of the properties owned by the company is proposed to be sold and the bank liability paid off.

Capital and Finance:

Due to severe liquidity problems, the company was not able to pay the dues to Vijaya Bank after our account was classified as Non Performing Asset by the bank in FY 2012-13. The company has filed an appeal with Debt Recovery Tribunal to give reasonable time to dispose the surplus non operating assets and pay off Vijaya Bank. This transaction will not affect the current operations of the company. The company has defaulted in repayment of equipment finance loan from Srei Equipment Finance Ltd., Apart from Vijaya Bank, facilities have been availed from Kotak Mahindra Bank Limited; Both these accounts are standard.

The company''s shares are being traded in the Bombay Stock Exchange (BSE) and National Stock Exchange of India Ltd. (NSE).

Dividend:

As you are aware, during the year 2013-14, the performance did not match expectation. Cash flow has not substantially improved as the company did not receive disbursements from customers on timely basis. To regularise the funds flow, your directors decided to retain the resources and hence do not recommend any dividend for this year too.

Directors:

In terms of the provisions of section 152 of the Companies Act, 2013, and Articles of Association of the company, Mr. Dilip Varghese, Directors retire at the ensuing Annual General Meeting and being eligible, has offered himself for reappointment.

Fixed Deposit:

During the year under review, the company has not taken any unsecured loans. Unsecured loans taken from one of the promoter directors during 2012-13 was repaid during the year.

Particulars of Employees:

There are no employees in the company who are drawing prescribed salary under section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended.

Auditors & Their Report:

M/s Hegde & Associates, Chartered Accountants, Mumbai, the auditors of the Company, retire at the forthcoming Annual General Meeting and being eligible offer themselves for reappointment. They have furnished a certificate to the effect that their proposed appointment, if made will be in accordance with the conditions prescribed under Section 139 (1) of the Companies, Act, 2013 and they satisfy the criteria provided in section 141. Your directors recommend their reappointment.

Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and outgo:

Information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under section 217(1)(e) of the companies Act, 1956 read with the Companies (Disclosure of the particulars in the report of the Board of Directors) Rules, 1988 is given by way of Annexure to this report.

Corporate Governance

A report on corporate governance is attached to this report as Annexure. Certificate from the Auditors of the Company regarding compliance of clause 49 of Listing Agreement is also annexed herewith.

The Management Discussion and Analysis Report as required under the code of Corporate Governance are given in the Annexure attached to the Director''s Report.

Social responsibility

Your company has been in the forefront in assisting the poor financially and provide medical aid to the ailing.

The construction activities of Tarmat Ltd. are spread all over India, many of them in rural areas. The pollution arising from construction sites is strictly kept under control. Help is always provided to the locals in times of need by way of finance or by vehicles for transportation. Cordial relation is always maintained with the locals, wherever Tarmat is working, hard core support of the locals is available.

Directors Responsibility Statement

Pursuant to Section 217 (2AA) of the Companies Act, 1956, the directors based on the representations received from the operating management confirm that:

1. In the preparation of the annual accounts for the year ended March 31, 2014, the applicable accounting standards have been followed and that there are no material departures from the same.

2. The Directors have, selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2014 and of the loss of the company for the year ended on that date:

3. The Directors have taken proper and sufficient care, to the best of their knowledge and ability, for maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. They have prepared the annual accounts on a going concern basis.

Personnel and Industrial Relations:

The Company enjoyed cordial relations with the employees during the year under review and the Management appreciates the employees of all cadres for their dedicated services to the Company.

Acknowledgements:

The Board of Directors wishes to express its appreciation for the outstanding contribution made by the employees of the company to the operations of the company during the year. The Board of Directors would like to place on record their appreciation of the assistance, guidance and support extended by the Government at the Centre, States, Banks and other Financial Institutions. Your directors also place on record their sincere appreciation of the total commitment and hard work put in by all the sub contractors, consultants and clients of the company.





For and on behalf of the Board of Directors

Sd/- chairman

Date: 31.05.2014 Place: Mumbai


Mar 31, 2013

To, The Members of Tarmat Limited

The directors are pleased to present the 28th Annual Report of the Company and the audited accounts for the year ended 31st March, 2013

Financial Results :

(Rs. in Lacs) Particulars 31st March, 2013 31st March, 2012

Total Income 15738.57 19514.44

Total Expenditure 16676.17 19080.48

Profit Before Tax & Exceptional items (937.60) 433.96

Exceptional items (1044.15) (500.97)

Provision for Taxation (700.00) (388.24)

Provision for Deferred Tax 54.42 72.77

Profit/(Loss) for the year after Tax and exceptional items (2627.33) (382.48)

Balance Brought Forward 2845.79 3228.27

Balance Carried Forward 218.46 2845.79

Performance of the Company:

The turnover during the year reduced to to Rs.15738.57 lacs as compared to Rs.19514.44 lacs for the year ended 31st March 2012.

The infrastructure sector in India presents a pitiable picture. Every infra company is finding the going tough in India. Getting sanctions and clearances from statutory authorities is cumbersome. Receiving payments against bills is delayed. High interest coupled with higher overheads has eaten away into the profits. Your company is no exception to this scenario. There was operational loss as the management decided to write off the stock in Chennai as the works have been foreclosed. Apart from this, there was an exceptional loss by way of fraudulent invocation of bank guarantee of one project in Chennai. The company has filed both civil and criminal case against this party and the matter is subjudice. However, since the money was already paid by the bank, the management decided to write it off on principles of conservatism. Such write off will be reversed and income booked if the court award is favourable.

Future prospects

The management is of the opinion that unless the interest burden is reduced, the company will find it difficult to make profits. Hence some of the properties owned by the company is proposed to be sold and the bank liability paid off. Based on the orders in hand, your directors are optimistic about the performance in the coming year.

Capital and Finance:

Due to severe liquidity problems, the company was not able to pay the monthly interest charged to by Vijaya Bank. Our account with Vijaya Bank was classified as Non Performing Asset by the bank. The company has surplus non opearating assets which can be disposed off subject to obtaining legal clearances and pay off the debt of Vjaya Bank completely. The company has filed an appeal with Debt Recovery Tribunal to give us reasonable time to dispose the assets. This transaction will not affect the current operations of the company. Apart from Vijaya Bank, facilities have been availed from Kotak Mahindra Bank Limited and equipment finance loan from Srei Equipment Finance Ltd. Both these accounts are standard and no dues are pending as on date.

The company''s shares are being traded in the Bombay Stock Exchange (BSE) and National Stock Exchange of India Ltd. (NSE) of India Ltd.

Dividend:

As you are aware, during the year 2012-13, the performance did not match expectation. Cash flow has not substantially improved as the company did not receive disbursements from customers on timely basis. To regularise the funds flow, your directors decided to retain the resources and hence do not recommend any dividend for this year too.

Directors:

Mr Chandrakant S Sanghavi was appointed as casual director on 07.11.2012 in place of Mr. A B Karweer who expired on 1.12.2011. He retires at the ensuing Annual General Meeting and is eligible for reappointment. In terms of the provisions of section 255 and 256 of the Companies Act, 1956, and Articles of Association of the company, Mrs. Saramma Varghese, retires at the ensuing Annual General Meeting and being eligible, has offered herself for reappointment.

Fixed Deposit:

During the year under review, the company has taken unsecured loan from one of the promoter directors as it needed funds urgently. This comes within the purview of deposit under section 58A of the Companies Act, 1956, read with Companies (Acceptance of Deposit) Rules, 1975. The procedures for compliance of the rules is being acted upon.

Particulars of Employees:

There are no employees in the company who are drawing prescribed salary under section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended.

Auditors & Their Report:

M/s Hegde & Associates, Chartered Accountants, Mumbai, the auditors of the Company, retire at the forthcoming Annual General Meeting and being eligible offer themselves for reappointment. They have furnished a certificate to the effect that their proposed appointment, if made will be in accordance with the limit prescribed under Section 224 (1-B) of the Companies, Act, 1956 and they are not disqualified for such appointment, within the meaning of subsections (3) and (4) of section 226 of the Companies Act, 1956. Your directors recommend their reappointment.

The Auditor''s Report to the shareholders contains qualifications. The Company has not received the service tax from the customers. However, as a matter of abundant caution, the liability of Rs. 54.05 lacs created in our books during the years 2006- 2009 has been retained.

The Company has taken unsecured loan from one of the promoter directors as it needed funds urgently. The procedure for compliance with Companies (Acceptance of Deposit) Rules, 1975 is being acted upon.

Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and outgo:

Information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under section 217(1)(e) of the companies Act, 1956 read with the Companies (disclosure of the particulars in the report of the Board of Directors) Rules, 1988 is given by way of Annexure to this report.

Corporate Governance

A report on corporate governance is attached to this report as Annexure. Certificate from the Auditors of the Company regarding compliance of clause 49 of Listing Agreement is also annexed herewith.

The Management Discussion and Analysis Report as required under the code of Corporate Governance are given in the Annexure attached to the Director''s Report.

Social responsibility

Your company has been in the forefront in assisting the poor financially and provide medical aid to the ailing.

The construction activities of Tarmat Ltd. are spread all over India, many of them in rural areas. The pollution arising from construction sites is strictly kept under control. Help is always provided to the locals in times of need by way of finance or by vehicles for transportation. Cordial relation is always maintained with the locals, wherever Tarmat is working, hard core support of the locals is available.

Directors Responsibility Statement

Pursuant to Section 217 (2AA) of the Companies Act, 1956, the directors based on the representations received from the operating management confirm that:

1. In the preparation of the annual accounts for the year ended March 31, 2013, the applicable accounting standards have been followed and that there are no material departures from the same.

2. The Directors have, selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2013 and of the loss of the company for the year ended on that date:

3. The Directors have taken proper and sufficient care, to the best of their knowledge and ability, for maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. They have prepared the annual accounts on a going concern basis.

Personnel and Industrial Relations:

The Company enjoyed cordial relations with the employees during the year under review and the Management appreciates the employees of all cadres for their dedicated services to the Company.

Acknowledgements:

The Board of Directors wishes to express its appreciation for the outstanding contribution made by the employees of the company to the operations of the company during the year. The Board of Directors would like to place on record their appreciation of the assistance, guidance and support extended by the Government at the Centre, States, Banks and other Financial Institutions. Your directors also place on record their sincere appreciation of the total commitment and hard work put in by all the sub contractors, consultants and clients of the company.

For and on behalf of the Board of Directors

Sd/-

CHAIRMAN

Date: 27.06.2013

Place: Mumbai

 
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