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Directors Report of Techtrek India Ltd.

Mar 31, 2012

THE SHAREHOLDERS

The Directors have pleasure in presenting their 28 th Annual Report with the Audited Account of the Company for the period ended 31st March, 2012,

FINANCIAL RESULTS: (Rs. in Lac)

For the year ended on For the year ended on 31.03.2012 31.03.2011

Total Income 136,36 90.05

Total Expenditure 123.31 89.04

Profit / (Loss) before Taxation 13,05 1.01

Provision for tax 2.45 2.80

Short Provision of Previous Year 25.22 -

Profit / (Loss) after Taxation (1 4.52) (1.41)

Balance b/f from Previous Year (371,2) (369,79)

Balance Carried to Balance Sheet (385,72) (371.2)



OPERATONS:

The total income fbrthe period ended 31.03.201 2 was Rs. 1 36.36 Lac against previous year Rs. 90.05 lac. During the year under review the company has incurred loss of Rs.(1 4.52) Lac against previous year loss of Rs. (1.41 Lac),

CURRENT STATUS AND FUTURE PLANS OF COMPANY:

The Company has not been able to start any Manufacturing activities due to pending litigations and clearing of debts. The management has decided to exit the main business activities in the year 2007-

OS and altered its main object to IT and IT enabled services, To generate some income the Company has started to lease the premises, The company's proposed business plans could not be materialized, due to worldwide recession during last few years. The management is giving its best efforts to generate the income from the IT and IT enabled services.

The Company has planned to use its additional office space by giving it on lease to have additional source of income, The Company has started construction of additional floors to the building & has transferred Rs. 14876774/-to the Building Account.

DIVIDEND:

In view of the accumulated losses, your Directors have decided not to recommend any dividend for the year under review. (Previous Year: Nil),

FIXED DEPOSITS:

The Company has not invited / accepted / renewed any fixed deposits as per the provisions of Section 58 A of the Companies Act 1 956 from the public during the year under review,

CONSERVATION OF ENERGY:

The company is into Services Industry hence the information regarding conservation of energy Technology Absorption, Adoption and innovation, the information required under section 21 7(1 )(e) of the Companies Act, 1 956 read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1 988, is reported to be NIL.

TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNING AND OUTGO:

Information related the foreign exchange is as below:

Foreign exchange earnings - Rs. 8.00 Lac

Foreign exchange outgoings - Rs. Nil

PARTICULARS OF EMPLOYEES:

There were no employees during the year or part of the year drawing remuneration, which falls within the preview of the provisions of Section 21 7 (2A) of the Companies Act 1 956.

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 21 7 (2AA) of the Companies Act 1 956, the directors would like to state that:

i) In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures:

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 at the end of the financial year and of the profit of the Company fbrthe year under review.

iii) The Directors have taken proper and sufficient care fbrthe maintenance of adequate accounting records in accordance with the provisions of the Act fbr safeguarding the assets of the Company and fbr preventing and detecting fraud and other irregularities;

iv) The Directors have prepared the Annual Accounts on a going concern basis.

AUDITORS:

M/s. A. Puri & Co, Auditors of the Company retire at the conclusion of ensuring Annual General Meeting and are eligible fbr reappointment. You are requested to appoint Auditors to hold of his until the next Annual General Meeting,

AUDITORS REPORT:

The observation made in the Auditors' Report read together with relevant notes thereon are self explanatory and hence do not call, any further comments under Section 21 7 of the Companies Act 1956.

SECRETARIAL AUDITORS REPORT:

The Compliance Certificate under section 383A has been obtained from the Practicing Company Secretary and is form part of the Balance Sheet.

DIRECTOR RETIRE BY ROTATION:

Mr. Dilip Vitthal Damle retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. Your Directors recommends his re-appointment

Pursuant to the Section 260 of the Companies Act, 1 956 and the Articles of Association of the Company Mr. Krishna KumarVenkatram Aiyarwas appointed as an additionaldirectoroperations of the company in the Board Meeting held on 02.01.201 2, His term of office expires on the forthcoming Annual General Meeting. Pursuant to the provisions of section 257 of the Act, the company has received notice from a member for the nomination of Mr. Krishna Kumar Ventatram Aiyaras the directors of the company along with the requisite deposit, The Board recommends his appointment.

During the year Mr. Narayanan Rama Pisharoty has resigned from the Board of Directors of the Company. The Board placed their sincere appr eciation for the services rendered by him during his tenure as director.

CORPORATE GOVERNANCE REPORT:

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

MANAGEMENT DISCUSSION AND ANAIYSIS REPORT:

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

APPRECIATION:

Your Company & its Directors wish to extend their sincerest thanks to the Bankers, State Government, Customers, Suppliers and Staff for their continuous co-operation & guidance.

For and on behalf of Board of Directors. TECHTREK INDIA LIMITED

Place : Mumbai

Dated : 1st September, 2012 Chairman


Mar 31, 2010

The Directors have pleasure in presenting their 26th Annual Report with the Audited Account of the Company for the period ended 31st March, 2010.

FINANCIAL RESULTS: (Rs. in Lac)

For the year ended on For the year ended on

31.03.2010 31.03.2009

Total Income 134.17 149.50

Total Expenditure 49.06 78.65

Profit / (Loss) before Taxation 85.11 70.85

Provision for Tax 20.00 18.00

Profit/(Loss) after Taxation 65.50 53.80

Balance b/f from Previous Year (440.06) (493.86)

Balance Carried to Balance Sheet (369.79) (440.06)



OPERATONS:

The total income for the period ended 31.03.2010 was Rs 134.1 7 Lac (Previous Year Rs. 149.49 Lac). The Profit After Tax is Rs 65.50 Lac (Previous Year Rs. 53.80 Lac).

CURRENT STATUS AND FUTURE PLANS OF COMPANY::

The Company has not been able to start any Manufacturing activities due to pending litigations and clearing of debts. The management has decided to exit the main business activities in the year 2007-08 and altered its main object to IT and IT enabled services. To generate some income the Company has started to lease the premises. The companys proposed business plans could not be materialized, due to worldwide recession during the period 2008-09 and 2009-10. The management is giving its best efforts to generate the income from the IT and IT enabled services.

Further the Company has decided to merge its other group company M/s Tech Trek Technologies Limited who is having vast skill and know-how in IT Sector with itself. It was agreed that financials as on 31st March 2010 would be treated as the effective date for consideration of merger valuation. M/s Deloitte Haskins & Sells, has been appointed as the Consultant for the proposed merger.

CHANGE OF NAME

The Company has changed it name from Zentroncis Technologies Limited to Techtrek India Limited in the Extra Ordinary General Meeting held on 23rd February, 2010, considering brand name and goodwill of "TECHTREK"(Group Company Name) in the international market.

DIVIDEND:

In view of the accumulated losses, your Directors have decided not to recommend any dividend for the year under review. (Previous Year: Nil).

FIXED DEPOSITS:

The Company has not invited / accepted / renewed any fixed deposits as per the provisions of Section 58 A of the Companies Act 1 956 from the public during the year under review.

CONSERVATION OF ENERGY::

The company is into Services Industry hence the information regarding conservation of energy, Technology Absorption, Adoption and innovation, the information required under section 21 7(1 )(e) of the Companies Act, 1 956 read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1 988, is reported to be NIL

TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNING AND OUTGO:

The Company has not earned or used foreign exchange earnings/outgoings during the year under review..

PARTICULARS OF EMPLOYEES:

Information as per Section 21 7(2A) of the Companies Act, 1 956 read with Companies (Particulars of employees) Rules, 1974 are mentioned below:

Name & Designation Age Date of Experience Gross Remuneration Appointment in years (In Rupees)

Mr. Naresh Malhotra 66 1.10.2009 35 Rs. 20,00,000/- CEO

DIRECTORS RESPONSIBILITY STATEMENT::

In terms of Section 217 (2AA) of the Companies Act 1 956, the directors would like to state that:

i) In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures:

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 at the end of the financial year and of the profit of the Company for the year under review.

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;

iv) The Directors have prepared the Annual Accounts on a going concern basis.

AUDITORS:

M/s, A. Puri & Co, Auditors of the Company retire at the conclusion of ensuring Annual General Meeting and are eligible for reappointment. You are requested to appoint Auditors to hold of his until the next Annual General Meeting.

AUDITORS REPORT::

The observation made in the Auditors Report read together with relevant notes thereon are self explanatory and hence do not call, any further comments under Section 217 of the Companies Act 1956.

SECRETARIAL AUDITORS REPORT:;

The Compliance Certificate under section 383A has been obtained from the Practicing Company Secretary and is form part of the Balance Sheet.

DIRECTOR RETIRE BY ROTATION

Mr. Anthony Clifford Gale retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. Your Directors recommends his re-appointment.

CORPORATE GOVERNANCE REPORT

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

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

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

APPRECIATION:

Your Company & its Directors wish to extend their sincerest thanks to the Bankers, State Government, Customers, Suppliers and Staff for their continuous co-operation & guidance.

For and on behalf of Board of Directors.

TECHTREK INDIA LIMITED

Place : Mumbai

Dated: 2nd September, 2010 Chairman

 
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