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Directors Report of TeleCanor Global Ltd.

Sep 30, 2014

Dear Members,

The Directors are happy to present their Twenty first Annual Report on the business and operations of the Company and the Financial Accounts for the 15 month period ended 30th September, 2013.

FINANCIAL RESULTS

Particulars (Rs. in lakh) 2013-14 2012-13

Income from Operations 1.00 29.01

Total Expenditure 152.03 210.67

Gross Profit/(Loss) after Interest (151.03) (183.65)

Depreciation 19.41 412.02

Current Tax 0.00 0.00

Profit After Current Tax (170.44) (593.67)

Deferred Tax 0.00 0.00

Net Profit/(Loss) (170.44) (593.67)

Total income in 2013-14 was Rs 1.00 Lakhs as against Rs. 29.01 Lakhs representing an decrease of 96%. The gross Loss is at 170.44 Lakhs as against Rs. 183.65 Lakhs of the previous year. Main reason for the sharp drop in sales has been crippling legal issues that are now gradually being solved.

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

Management Discussions and Analysis Report, as required under the Listing Agreement with the Stock Exchanges is forms part of the Report.

DIVIDEND

In view of a loss during the year, there will be no dividend.

DIRECTORS:

As per the provisions of the Companies Act, 1956 read with Articles of Association of the Company. Mr. P. Swetha, retire by rotation and being eligible offer himself for re-appointment at this Annual General Meeting.

CORPORATE GOVERNANCE:

A report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement, forms part of the Report.

CEO''S DECLARATION:

Pursuant to the provisions of Clause 49(1) (D) (ii) of the Listing Agreement, a declaration by the Managing Director of the Company declaring that all the members of the Board and the Senior Management Personnel of the Company have affirmed compliance with the Code of Conduct of the Company, is enclosed as Annexure to this Report

LISTING AT STOCK EXCHANGE:

The Equity Shares of the Company continue to be listed on Bombay Stock Exchange Limited.

AUDITORS:

The Statutory Auditors M/s. Gopal & Rajan, Chartered Accountants, Hyderabad, retire as Auditors of the Company at the conclusion of the Annual General Meeting and being eligible, offer himself for re-appointment as Auditors.

FIXED DEPOSITS

Your Company has not accepted/invited any deposits from the Public for the year under review within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under.

INFORMATION U/S. 217(1) (E) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.

Conservation of Energy, Technology Absorption, Foreign Exchange earnings and Outgo:

a. Conservation of Energy: The operations of the Company involve low energy consumption. Adequate measures have, however, been taken to conserve energy.

b. Technology Absorption: Since business and technologies are changing constantly, investment in research and development activities is of paramount importance. Your Company continues its focus on quality up gradation of product and services development.

c. Foreign Exchange earnings and outgo: NIL

PARTICULARS OF EMPLOYEES :

Statement of Particulars of Employees pursuant to the provision of Sec 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules as amended

DIRECTORS'' RESPONSIBILITY STATEMENT:

In terms of the provisions of section 217(2AA) of the Companies Act, 1956 (Act), your Directors confirm as under:

1. That, in the preparation of the annual accounts, the applicable Accounting Standards had been followed along with the proper explanation relating to material departures;

2. 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 or loss of the Company for that period.

3. That, the Directors had 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;

4. That, the Directors had prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENTS :

Your Directors take this opportunity to thank all investors, business partners, clients, banks, regulatory and governmental authorities, stock exchanges and employees for their continued support.

For and on behalf of the Board

Maruti Ram Praturi Managing Director

Place: Hyderabad

Date: 24-11-2014


Mar 31, 2010

The Directors are happy to present their Nineteenth Annual Report on the business and operations of the Company and the Financial Accounts for the year ended 31st March, 2010.

FINANCIAL RESULTS

(Rs. in lakh) Particulars 2009-10 2008-09

Income from Operations 804.25 269.58

Total Expenditure 430.71 204.30

Gross Profit/Loss after Interest 373.54 65.28

Depreciation 81.82 42.44

Current Tax 49.58 3.86

Profit After Current Tax 242.14 18.97

Deferred Tax 87.96 0.00

Net Profit/Loss 154.18 18.97

Total income in 2009-10 was Rs.804.25 Lakhs as against Rs. 269.58 Lakhs representing a three fold increase. Even, gross profit has shown a healthy increase of 470%. Profit after current tax increased by over 12 times and the net profit after current and deferred tax went up by 712%.

OPERATIONS:

ProZeal has conquered considerable popularity and your company has added more infrastructure to cater to the growing demand. Payment Gateway project has progressed and the company has received the prestigious PCI DSS certification for IVR payment gateway joining the elite group of certified IVR payment gateway enablers.

CURRENT YEAR AND FUTURE PLANS:

Company will continue to consolidate its position as techno-driven company in this niche area of VAS promotions. It has also embarked on a route to become a VAS provider on its own. With its presence across India, and its reliable & robust remote dialing capabilities, it has a distinct advantage over the others in the current 2G arena as well as the emerging 3 G market.

The company is on its way to provide payment gateways to utility companies across India. Company has moved its registered office into a spacious location in the Banjara Hills area of Hyderabad City to reflect its stature as a multi faceted technology company with an outlook to grow at a rapid pace.

19th Annual Raport 2009-10

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

Management Discussions and Analysis Report, as required under the Listing Agreement with the Stock Exchanges forms part of the Report.

DIVIDEND:

In view of growth opportunities available to the Company, your directors recommend plough back of all profits. Consequently, there will be no dividend outflow from the Company.

DIRECTORS:

As per the provisions of the Companies Act, 1956 read with Articles of Association of the Company, Mrs. P. Vij ay Lakshmi, retires by rotation and being eligible offer herself for re-appointment at this Annual General Meeting.

CORPORATE GOVERNANCE:

A report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement, forms part of the Report.

CEOS DECLARATION:

Pursuant to the provisions of Clause 49(I)(D)(ii) of the Listing Agreement, a declaration by the Managing Director of the Company declaring that all the members of the Board and the Senior Management Personnel of the Company have affirmed compliance with the Code of Conduct of the Company, is enclosed as Annexure to this Report

LISTING AT STOCK EXCHANGE:

The Equity Shares of the Company continue to be listed on Bombay Stock Exchange Limited and the annual listing fees for the year 2009-10 have been paid to the Exchange.

AUDITORS:

The Company has received a special notice from a shareholder of the Company, in terms of the provisions of the Companies Act, 1956, signifying the intention to propose the appointment M/s. B. Chakrapani & Co., Chartered Accountants, Hyderabad as Statutory Auditors of the Company from the conclusion of the ensuing Annual General Meeting till the conclusion of the next Annual General Meeting. M/s. B. Chakrapani & Co., Chartered Accountants have also expressed their willingness to act as Auditors of the Company, if appointed, and have further confirmed that the said appointment would be in conformity with the provisions of Section 224 (1B) of the Companies Act, 1956.

Hence the resolutions for appointment of M/s. B. Chakrapani & Co., Chartered Accountants, as Statutory Auditors were placed for the approval of Shareholders at the Notice of this Annual General Meeting.

FIXED DEPOSITS

Your Company has not accepted/invited any deposits from the Public for the year under review within the meaning of Section 58 A of the Companies Act, 1956 and the rules made there under.

INFORMATION U/S. 21 7(1) (E) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.

Conservation of Energy, Technology Absorption, Foreign Exchange earnings and Outgo:

a. Conservation of Energy: The operations of the Company involve low energy consumption. Adequate measures have, however, been taken to conserve energy.

b. Technology Absorption: Since business and technologies are changing constantly, investment in research and development activities is of paramount importance. Your Company continues its focus on quality up gradation of product and services development.

c. Foreign Exchange earnings and outgo: During the year a Foreign Exchange of $ 15,781 equivalent Rs. 7,29,490 has been received

PARTICULARS OF EMPLOYEES:

Statement of Particulars of Employees pursuant to the provision of Sec 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules as amended



Name of Age Designation Gross Qualific

Employee Remuneration ation

Mr.Maruti 51 Managing 30,00,000 BTech,

Ram Praturi years Director MBA (IIM)

Name of Experie Date of Particulars of -nee in Commenc last Employee years ement Employment Mr.Maruti 23 17/6/1991 Entrepreneur,

Ram Praturi Years Managing

Partner of Yojana Constructions

DIRECTORS RESPONSIBILITY STATEMENT:

In terms of the provisions of section 217(2AA) of the Companies Act, 1956 (Act), your Directors confirm as under:

1. That, in the preparation of the annual accounts, the applicable Accounting Standards had been followed along with the proper explanation relating to material departures;

2. That, the Directors had selected such accounting policies and applied them consistently and made judg- -ments 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.

3. That, the Directors had 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;

4. That, the Directors had prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENTS:

Your Directors take this opportunity to thank all investors, business partners, clients, banks, regulatory and governmental authorities, stock exchanges and employees for their continued support.



For and on behalf of the Board

Maruti Ram Praturi

Managing Director

Place: Hyderabad

Date: 14-08-2010



 
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