Mar 31, 2014
The Members,
TRINITY LEAGUE INDIA LIMITED
(Formerly known as DR. WELLMAN''S HOMOEOPATHIC LABORATORY LTD.)
The Directors have pleasure in presenting the 26th Annual Report along
with the Audited Statement of Accounts of the company for the financial
year ended 31st March, 2014.
FINANCIAL HIGHLIGHTS Current Year Previous Year
31.03.2014 31.03.2013
(12 Months)(Rs.) (12 Months)(Rs.)
Sales & Other Income 2,726,210 14,153,701
Variation in Stock in Trade
Operating Profit before Interest,
Tax & Depreciation 5,125,886 6,826,046
Less: Interest 1,487 3,542
Gross Profits 5,124,399 6,822,504
Less: Depreciation 355,520 355,012
Profits before Tax 4,768,879 6,467,492
Less: Provision for tax - -
Add: Extraordinary item - -
Net profit / (Loss) 4,768,879 6,467,492
DIVIDEND
Your directors regret their inability to recommend any dividend on the
equity shares in view of the heavy accumulated loss incurred by the
Company.
PERFORMANCE
The total income had been decreased to Rs. 2,726,210 (2013-2014) from
Rs. 14,153,701 (2012-2013) and the profit has been decreased to Rs.
47.68 lacs from Rs. 64.67 lacs. In future, your Directors hope the
profitability of the company will improve in the coming financial year.
FUTURE PROSPECTS
The company will continuously make effort to work efficiently and
effectively and will always hire expert advice to manage their growth.
PUBLIC DEPOSITS
Your Company has not accepted any deposits within the meaning of
Section 73 of the Companies Act, 2013, and the rules made there under.
AUDITORS'' REPORT
The Auditors have not qualified in the Auditors report.
AUDITORS
M/s Sadana & Co., Chartered Accountants, Delhi, the retiring Auditors,
have expressed their consent to continue as Statutory Auditors of
company have confirmed that their appointment, if made, would be within
the limits prescribed U/s 139(2)) of the Companies Act, 2013.
Accordingly, M/s Sadana & Co., Chartered Accountants, are proposed to
be appointed as Statutory Auditors of the Company at the ensuing Annual
General Meeting. Their appointment has also been recommended by the
Audit Committee.
DIRECTORS
Mr. Gurmeet Singh Dhingra, Director has resigned from the directorship
of company w.e.f. 5th May, 2014.
DIRECTOR''S RESPONSIBILITY STATEMENT
The Board states that-
(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
(b) 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;
(c) 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;
(d) the directors had prepared the annual accounts on a going concern
basis; and
(e) the directors, in the case of a listed company, had laid down
internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating
effectively.
Explanation.-For the purposes of this clause, the term "internal
financial controls" means the policies and procedures adopted by the
company for ensuring the orderly and efficient conduct of its business,
including adherence to company''s policies, the safeguarding of its
assets, the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation
of reliable financial information;
(f) 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.
AUDIT COMMITTEE
The audit committee has met and reviewed the financial statements for
the financial year ended 31.03.2014 and has not given any adverse
observations. It has also recommended the reappointment of M/s Sadana &
Co., Chartered Accountants as statutory auditors of the Company. Mr.
Sabihuddin Zafar and Mr. Ashok Kumar Chaturvedi are the members of the
audit committee.
CORPORATE GOVERNANCE
As per clause 49 of the listing agreement with Stock Exchange(s),
Management discussion & Analysis Report and Corporate Governance Report
is annexed as Annexure I and Annexure II & form part of the Director''s
Report.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUTGO
Information pursuant to Section 134(3) (m) of the Companies Act 2013
read with Companies (Disclosures of Particulars in the Report of Board
of directors) Rules, 1988 is as follows:
Conservation of Energy: Company continues to pay significant attention
towards the conservation of energy and all necessary measures have been
taken to optimize the use of electricity, which is being used for
manufacturing. However, disclosure in Form-A is not required.
Research & Development and Technology Absorption:
The Company has been improving the quality of its products as per
latest fashions through its skilled technical staff. The Company has
not imported any technology from abroad.
Foreign Exchange Earning and Outgo:
Expenditure in Foreign currency - NIL Earnings in Foreign Exchange- NIL
LISTING
Presently the Company''s equity shares are listed on the following Stock
Exchanges mentioned below.
Bombay Stock Exchange Ltd. (BSE)
The Delhi Stock Exchange Association Ltd (DSE) (Applied for voluntary
delisting)
Your Company is regular in paying listing fees to B.S.E. & D.S.E.
The Company operates only in a single segment of Business and as such
no separate segment reporting is required.
BY ORDER OF THE BOARD
For TRINITY LEAGUE INDIA LTD.
(Formerly known as DR. WELLMAN''S HOMOEOPATHIC LABORATORY LTD.)
Date: 01.08.2014 (Devinder Kumar Jain)
Place: New Delhi Chairman / Managing Director
Mar 31, 2012
To The Members of TRINITY LEAGUE INDIALTD.
(Formerly known as DR. WELLMAN''S HOMOEOPATHIC LABORATORY LTD.)
The Directors have pleasure in presenting the 24* Annual Report along
with the Audited Statement of Accounts of the company for the financial
year ended 31st March, 2012.
FINANCIAL HIGHLIGHTS
Current Year Previous Year
31.03.2012 31.03.2011
(12 Months)
(Rs.) (9 Months)(Rs.)
Sales & Other Income 16,998,245 8,481,705
Variation in Stock in Trade - (340,765)
Operating Profit before Interest, Tax
& Depreciation 8,220,774 538,172
Less: Interest 16,863 14,967
Gross Profits 8,203,911 523,205
Less: Depreciation 566,032 96,435
Profits before Tax 7,637,879 426,770
Less: Provision for tax - -
Add: Extraordinary item - -
Net profit/(Loss) 7,637,879 426,770
DIVIDEND
Your directors regret their inability to recommend any dividend on the
equity shares in view of the heavy accumulated loss incurred by the
Company.
PERFORMANCE
The total income had been increased to Rs. 16,998,245 (2011-2012) from
Rs. 8,481,706 (2010-2011) and the profit has been increased to Rs.
76.37 lacs from Rs. 4.27 lacs. In future, your Directors hope the
profitability of the company will improve in the coming financial year.
MATERIAL CHANGES
POSTAL BALLOT CONDUCTED FOR THE FOLLOWING BUSINESS:
1. Forfeiture of Shares - The company had issued notices to the
partly-paid shareholders for payment of arrears of allotment money and
due to failure of payment of arrears of allotment money, 591200 equity
shares of company were forfeited by the Board of Directors of the
company in their meeting held on 15* March, 2012.
2. Change of Name of the Company - The company has conducted a postal
ballot for change of company name from "Dr. Wellman''s Homoeopathic
Laboratory Ltd." to "Trinity League India Ltd." and the same has
been approved w.e.f. 30,B July, 2012 vide fresh certificate of
incorporation issued by Registrar of Companies, Delhi & Haryana.
3. Alteration in Memorandum and Articles of Association - The main
objects of Memorandum of Association of company has been altered and
new segment of business activity is added i .e. rendering of management
consultancy and financial advisory services.
4. Increase in Authorised share capital of company - The authorised
share capital of company has been increased from Rs. 6 cr. to Rs. 11
cr.
5. Re-issue of 591200 forfeited equity shares - The Board shall
re-issue the 591200 forfeited equity shares to the persons other than
existing shareholders.
VOLUNTARY DELISTING OF SHARES FROM DELHI STOCK EXCHANGE & AHMEDABAD
STOCK EXCHANGE
There has been negligible or no trading of the company''s equity shares
in Delhi Stock Exchange (DSE) & Ahmedabad Stock Exchange (ASE) from the
year December 2000 till date. As the company''s equity shares have been
mandated by SEBI for compulsory trading in demat form by all investors
and BSE have trading terminals in various cities affording to the
investors convenient access to trade and deal in the company''s equity
shares across the country, it is proposed to delist the equity shares
of the company from DSE & ASE. Accordingly, Board of Director''s
approval has been obtained for delisting of equity shares of the
company from DSE & ASE at the Board Meeting of the company held on 31
st day of May, 2012. The proposed delisting of the company''s equity
shares from DSE & ASE will not be prejudicial to or affect the
interests of the investors.
The company has applied for the delisting of its equity shares from DSE
& ASE and the same is in process.
The equity shares of the company will continue to be listed on Bombay
Stock Exchange (BSE).
FUTURE PROSPECTS
Growth in the industry of management consultancy can be expected in the
near future. Technological and political forces expose companies in all
industries to continuous change. After former waves of lean management
many companies are left with insufficient management capacity and
-expertise to handle the resulting corporate change processes
internally. This creates on ongoing need for consulting services.
The management consultancy market is less dependent from changes in
business cycle. Whether boom or recession - clients will always need
expert advice to manage their growth or to restructure their business
in a declining market.
PUBLIC DEPOSITS
Your Company has not accepted any deposits with in the meaning of
Section 58Aof the Companies Act, 1956, and the rules made there under.
AUDITORS''REPORT
The Auditors qualified in the Auditors report that according to the
last year balance sheet depreciation was under charged by Rs.
199,864.00/-. ; This amount has been adjusted in the depreciation
schedule and has been provided for in the current year in the statement
of profit and loss. The company has been charging depreciation on
straight line basis.
AUDITORS
M/s Sadana & Co., Chartered Accountants, Delhi, the retiring Auditors,
have expressed their consent to continue as Statutory Auditors of
company have confirmed that their appointment, if made, would be within
the limits prescribed U/s 224(1 B) of the Companies Act, 1956.
Accordingly, M/s Sadana & Co., Chartered Accountants, are proposed to
be appointed as Statutory Auditors of the Company at the ensuing Annual
General Meeting. Their appointment has also been recommended by the
Audit Committee.
DIRECTORS
Mr. Gurmeet Singh Dhingra and Mr. Ashwani Sethi Directors will retire
at the ensuing Annual General Meeting of the Company and being
eligible, offer themselves for reappointment.
Mr. Devinder Kumar Jain was appointed as Managing Directorforatenureof
5years w.e.f. 28.09.2011.
DIRECTOR''S RESPONSIBILITY STATEMENT The Board of Directors of your
Company state:
i) that in the preparation of the accounts for the financial year ended
on 31" March, 2012, the applicable Accounting standards had been
followed along with proper explanation relating to any material
departure;
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 as at 31" March, 2012 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 the Companies Act, 1956, safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities.
iv) that the Directors had prepared the accounts forfinancial year 31
" March, 2012 on a going concern basis.
AUDIT COMMITTEE
The audit committee has met and reviewed the financial statements for
the financial year ended 31.03.2012 and has not given any adverse
observations. It has also recommended the reappointment of M/s Sadana &
Co., Chartered Accountants as statutory auditors of the Company.
Mr. Ashwani Sethi and Mr. Jeewan Aggarwal are the members of the audit
committee and Mr. Ashok Kumar Chaturvedi is Chairman.
CORPORATE GOVERNANCE
As per clause 49 of the listing agreement with Stock Exchange(s),
Management discussion & Analysis Report and Corporate Governance Report
is annexed as Annexure I and Annexure II & form part of the
Director''s Report.
PARTICULARS OF EMPLOYEES
There was no employee receiving remuneration during the year in excess
of limits prescribed u/s 217 (2A)ofthe Companies Act, 1956, and the
relevant rules made there under.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUTGO
Information pursuant to Section 217(1) (e) of the Companies Act 1956
read with Companies (Disclosures of Particulars in the Report of Board
of directors) Rules, 1988 is as follows:
Conservation of Energy: Company continues to pay significant attention
towards the conservation of energy and all necessary measures have been
taken to optimize the use of electricity, which is being used for
manufacturing. However, disclosure in Form-Ais not required.
Research & Development and Technology Absorption:
The Company has been improving the quality of its products as per
latest fashions through its skilled technical staff. The Company has
not imported any technology from abroad.
Foreign Exchange Earning and Outgo:
(Rs. In Lac)
Particulars Year ended Year ended
31.03.2012 31.03.2011
Foreign Exchange Earning NIL NIL
Foreign Exchange Outgo NIL NIL
EMPLOYEES RELATIONS
During the year, industrial relations were cordial & harmonious. Your
directors wish to place on record the appreciation for the devoted
services rendered by the workers, staff and executives of the Company
at all levels who have contributed to the efficient and successful
management of the Company.. ,
LISTING
Presently the Company''s equity shares are listed on the following
Stock Exchanges mentioned below.
Bombay Stock Exchange Ltd. (BSE)
The Delhi Stock Exchange Association Ltd (DSE) (Applied for voluntary
delisting)
The Ahmedabad Stock Exchange Ltd. (ASE) (Applied for voluntary
delisting)
Your Company is regular in paying listing fees to B.S.E. & D.S.E.
Listing fee to ASE is pending.
The company has applied for voluntary delisting of its securities from
Delhi Stock Exchange &Ahmedabad Stock Exchange and the application is
under process.
ACKNOWLEDGEMENT
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from shareholders, Bankers,
Financial Institutions, regulatory bodies and other business
constituents during the year under review. Your Directors also wish to
place on record their deep sense of appreciation for the commitment
displayed by all executives, officers and staff for their valuable
assistance.
BY ORDER OF THE BOARD
FOR TRINITY LEAGUE INDIA LIMITED
(formerly known as DR. WELLMAN''S HOMOEOPATHIC LABORATORY LIMITED)
Date: 04.09.2012 (Devinder Kumar Jain)
Place: Delhi Chairman & Managing Director
Jun 30, 2010
The Directors have pleasure in presenting the Annual Report along with
the Audited Statement of Accounts of the company for the financial year
ended 30th June, 2010.
FINANCIAL HIGHLIGHTS
Current Year Previous Year
(15 Month) (12 Month)
(Rs) (Rs.)
Sales & Other Income 29,262,034 4,928,866
Variation in Stock in Trade 105,449 (4340)
Operating Profit before Interest,
Tax & Depreciation 22,983349 1,405,682
Less: Interest 14,723 498,617
Gross Profits 22,968,626 907065
Less: Depreciation 501,762 907,231
Profits before Tax 22,466,864 (166)
Less:
Provision for tax -- --
Provision for Fringe Benefit Tax -- 3,000
Net profit / (Loss)
(figures in brackets denote loss) 22,466,864 (3,166)
DIVIDEND
In view of the heavy accumulated loss incurred by the Company, the
Directors regret their inability to recommend any dividend for the
current year under review.
PERFORMANCE
The turnover of the Company has increased from Rs. 4,928,866 to Rs.
9,096,726 and the Company earned a net profit of Rs. 22,466,864
(including Rs. 20165308 related to waive off loan liability) against
previous year loss of Rs.3166 Your Directors hope the profitability of
the company will improve in the coming financial year.
MATERIAL CHANGES
No material changes have occurred from the date of balance sheet till
the date of this report which have any adverse affect on the working of
the Company.
FUTURE PROSPECTS
The Indian homeopathy industry is coming out on its own. Estimated to
be worth Rs 1,250 crore, the industry is now growing at 25-30% and by
2010, its expected to touch Rs 2,600 crore. In fact, more and more
people are turning to homoeopathy as a first line of treatment,
especially for chronic ailments. Thats because it has effective
remedies for many diseases now. Perhaps this explains the sudden
mushrooming of practitioners in every corner of urban India. Realising
its importance, many hospitals too have started enlisting homoeopaths
in their panel of doctors.
PUBLIC DEPOSITS
Your Company has not accepted any deposits with in the meaning of
Section 58A of the Companies Act, 1956, and the rules made thereunder.
AUDITORS REPORT
There is no adverse qualification in the Auditors Report, which needs
to be clarified.
AUDITORS
M/s Amish Ambani & Co., Chartered Accountants, Delhi, the retiring
Auditors, have expressed their inability to continue. M/s Sadana & Co.,
Chartered Accountants, Statutory Auditor have confirmed that their
appointment, if made, would be within the limits prescribed U/s 224(1
B) of the Companies Act, 1956. Accordingly, M/s Sadana & Co., Chartered
Accountants, are proposed to be appointed as Statutory Auditors of the
Company at the ensuing Annual General Meeting. Their appointment has
also been recommended by the Audit Committee.
DIRECTORS
Mr. Gurmeet S Dhingra and Mrs. Renu Dhingra will retire at the ensuing
Annual General Meeting of the Company and being eligible, offer
themselves for reappointment. Your directors recommend their
reappointment M/s Jeewan Aggarwal, Ashwani Sethi , and Satinder Kumar
Narula were appointed additional directors during the year. The Company
has received requisite notices from the shareholders u/s 257 Of the
Companies Act 1956 proposing their regular appointment. Your directors
recommend their appointment.
Ms Shweta Dhingra and Mr. Birendra Kumar resigned from the directorship
of the Company. Your Directors wish to place on record their
appreciation of the services rendered by them to the Company.
DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors of your Company state:
i) that in the preparation of the annual accounts, the applicable
accounting standards had been followed;
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 the Companies Act, 1956, 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.
AUDIT COMMITTEE
The audit committee has met and reviewed the financial statements for
the financial year ended 30.06.2010 and has not given any adverse
observations. It has also recommended the appointment of M/s Sadana &
Co., Chartered Accountants as statutory auditors of the Company. Mr.
Satinder Kumar Narula and Mr. Ashok Kumar Chaturvedi are the member of
the audit committee with Mr. Ashwani Sethi is the Chairman.
CORPORATE GOVERNANCE
As per clause 49 of the listing agreement with Stock Exchange(s),
Management discussion & Analysis Report and Corporate Governance
Report is annexed as Annexure I and Annexure II & form part of the
Directors Report.
COMPLIANCE CERTIFICATE
Pursuant to the provisions of Section 383A of the Companies Act, 1956,
a Certificate from Practicing Company Secretary has been obtained and
annexed hereto and the same forms an integral part of the report.
PARTICULARS OF EMPLOYEES
There was no employee receiving remuneration during the year in excess
of limits prescribed u/s 217 (2A) of the Companies Act, 1956, and the
relevant rules made there under.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUTGO
Information pursuant to Section 217(1) (e) of the Companies Act 1956
read with Companies (Disclosures of Particulars in the Report of Board
of directors) Rules 1988, is as follows;
Conservation of Energy: Company continues to pay significant attention
towards the conservation of energy and all necessary measures have been
taken to optimize the use of electricity, which is being used for
manufacturing. However, disclosure in Form-A is not required.
Research & Development and Technology Absorption:
The Company has been improving the quality of its products as per
latest fashions through its skilled technical staff. The Company has
not imported any technology from abroad.
Foreign Exchange earning and outgo: (Rs. In Lac)
Particulars Year ended Year ended
30.06.10 31.03.09
Foreign Exchange Earning NIL NIL
Foreign Exchange Outgo NIL NIL
EMPLOYEES RELATIONS
During the year, industrial relations were cordial & harmonious. Your
directors wish to place on record the appreciation for the devoted
services rendered by the workers, staff and executives of the Company
at all levels who have contributed to the efficient and successful
management of the Company.
LISTING
Presently the Companys equity shares were listed on the following
Stock Exchanges mentioned below.
The Ahmedabad Stock Exchange Ltd. (ASE)
The Delhi Stock Exchange Association Ltd and (DSE)
Bombay Stock Exchange Ltd. (BSE)
Your Company is regular in paying listing fees to B.S.E. & D.S.E.
listing fee to ASE is pending.
ACKNOWLEDGEMENT
Your directors take this opportunity to offer their sincere thanks to
various departments of the Central and state Governments, Financial
Institutions, Banks and Investors for their unstinted support,
assistance and valuable guidance.
BY ORDER OF THE BOARD
DR. WELLMANS HOMOEOPATHIC LABORATORY LTD.
Date: 04/12/2010 ( Gurmeet S. Dhingra)
Place: Delhi Chairman & Managing Director
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