Mar 31, 2014
The Members,
The Directors herewith present the TWENTY FOURTH ANNUAL REPORT
together with the Audited Accounts of the company for the financial
year ended 31st March, 2014.
FINANCIAL HIGHLIGHTS:
The performance of the company for the financial year ended 31st March
2014 is summarized below. (Ru pees In Lakhs)
PARTICULARS 2013-14 2012-13
Gross Revenue 0.00 0.00
Other Income 0.60 1.12
Total Expenditure 2.09 16.9
Profit/Loss before Financial
Charges,Depreciation and -1.49 -15.78
Taxation
Less : Financial Charges 0.00 0.00
Depreciation 0.00 0.00
Profit/(Loss) before Tax (PBT ) -1.49 -15.78
Less : (Income Tax) 0.00 0.00
Add: Provision for Fringe 0.00 0.00
Benefit Tax
Add: Provision for Deferred
Tax Liability / (Asset) 0.00 0.00
Profit/(Loss) after Tax -1.49 -15.78
OPERATIONS:
During the year, the Company has not undertaken any major commercial
operations. Profit/(loss) after tax stood at Rs. (1.49) Lacs. The loss
is on account of statutory and other expenses.
FUTURE OUTLOOK:
The management is exploring possibilities to re-structure the company
in the larger interest of all the stake holders.
DIVIDEND:
Your Directors do not recommend any dividend for the financial year
2013-2014, in view of the accumulated losses.
FIXED DEPOSITS:
The company has neither accepted nor renewed any deposits and as such
no principal or interest was outstanding as on the date of Balance
Sheet
DIRECTORS:
In accordance with the Provisions of Section 152 of the Companies Act,
2013 Smt S.N.Lakshmi, retire at the ensuing Annual General Meeting and
being eligible, has offered herself for re-appointment.
The Company had, pursuant to the provisions of Clause 49 of the Listing
Agreement entered with the Stock Exchanges, appointed Sri Y
Mallikharjuna Rao, Sri A.Satyanarayana and Sri P.V.V. Subramanyam, as
Independent Directors at various times, in compliance with the
requirements of the said clause.
As per the provisions of Section 149(4) which has come into force with
effect from 1st April, 2014, every listed company is required to have
at least one-third of the total number of Directors as Independent
Directors. Further, Section 149(10) of the Act provides that an
Independent Director shall hold office for a term up to five
consecutive years on the Board of a company and is not liable to retire
by rotation pursuant to Section 149(13) read with Section 152 of the
Act.
The Securities and Exchange Board of India (SEBI) has amended Clause 49
of the Listing Agreement which would be effective from October 1,2014
inter alia stipulates the conditions for the appointment of Independent
Directors by a listed company.
The Nomination & Remuneration Committee has recommended the
appointments of these Directors as Independent Directors to hold office
for five consecutive years for a term with effect from the conclusion
of this 24th Annual General Meeting till the conclusion of the 29th
Annual General Meeting.
The above Independent Directors have given a declaration to the Board
that they meet the criteria of independence as provided under Section
149 (6) of the Act. In the opinion of the Board, the above Independent
Directors fulfill the conditions specified in the Act and the Rules
made there under for appointment as Independent Directors and they are
independent of the management.
In compliance with the provisions of Section 149 read with Schedule IV
of the Act, the appointment of the above Directors as Independent
Directors is being placed before the Members in General Meeting for
their approval.
Their profile and the experience in specific functional areas and other
directorships held by them as stipulated in clause 49 of the listing
agreement is provided in the Additional Information Section forming
part of Notice and Corporate Governance Report forming part of the
Annual Report.
AUDITORS:
Pursuant to the provisions of Section 139(2) of the Companies Act,
2013, and based on the recommendation of Audit Committee, the Board has
at its meeting held on 03.12.2014 recommended the re-appointment of
M/s. P S Nagaraju & Co., Chartered Accountants, Hyderabad, the
Statutory Auditors of the company to hold office from the conclusion of
this Annual General Meeting for a period of 5 years in accordance with
the act subject to the ratification of shareholders at every Annual
General Meeting.
M/s. P S Nagaraju & Co have furnished a certificate stating that their
re-appointment, if made, will be within the limits laid down under
Section 141 of the Companies Act, 2013.Accordingly, the appointment of
M/s P S Nagaraju & Co., Chartered Accountants, Hyderabad, as the
Statutory Auditors, is being proposed as an Ordinary Resolution
The Board recommends their appointment as the Statutory Auditors of the
Company.
PARTICULARS OF EMPLOYEES:
There are no employees whose particulars are required to be furnished
under Section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of employees) Rules, 1975, and as amended from time to
time as remuneration of none of the employees is in excess of Rs.5,
00,000/- per month, if employed for the part of year or Rs.60, 00,000/-
per annum during the financial year 2013-14.
DIRECTORS'' RESPONSIBILITY STATEMENT:
The Directors of your Company hereby report:
(i) that in the preparation of Annual Accounts for the financial year
ended 31st March, 2014, the applicable Accounting Standards have been
followed along with the proper explanation relating to material
departures, if any, there from;
(ii) that 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 and loss of the company for that period:
(iii) that the directors have 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 have prepared the annual accounts on a going
concern basis
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The details regarding Energy Conservation, Technology Absorption,
Foreign Exchange Earnings and Outgo as required by 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 are
given as Annexure - A and forms part of this report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Your Company is into the business of processing Granite Slabs and
Tiles. The products have a very restrictive export market, which is
confined to some countries only, coupled with that the demand for
granites is heading south globally. The competition in the
International market has also increased to an alarming proportion.
The business of the Company requires huge working capital, which is
also no more available from the bankers.
All these problems have struck down any chances of revival of the
Company. However, the management of the Company is exploring the
various possibilities of restructuring / reviving the Company in the
best interest of the shareholders.
CORPORATE GOVERNANCE:
The Company has implemented the procedures and adopted practices in
conformity with the Code of Corporate Governance enunciated in Clause
49 of the Listing Agreement with the Stock Exchanges. A separate report
on Corporate Governance is annexed herewith, as a part of the Annual
Report along with the Auditor Certificate on its compliance.
LISTING:
Your Company''s shares are presently listed on the Bombay Stock Exchange
Limited and it has paid the listing fees for the FY 2014 -15.
ACKNOWLEDGEMENTS:
The Board of Directors would like to place on record its appreciation
towards all the stakeholders for their continued support.
BY THE ORDER OF THE BOARD
Sd/-
P. JANARDHAN REDDY CHAIRMAN
Date: 03.12.2014
Place: Hyderabad
Mar 31, 2010
The Members
La MANSION GRANITES LIMITED
The Directors herewith present the TWENTIETH ANNUAL REPORT together
with the Audited Accounts of the company for the financial year ended
31ST March, 2010.
FINANCIAL HIGHLIGHTS:
The performance of the company for the financial year ended 31st March
2010 is summarized below.
(Rupees In Lakhs)
Current Year Previous Year
PARTICULARS 31.03.2010 31.03.2009
Gross Revenue 0.00 4.38
Total Expenditure 0.05 124.42
Profit/Loss before Financial Charges,
Depreciation and Taxation -0.05 -179.97
Less : Financial Charges 0.00 0.00
Depreciation 0.00 59.93
Profit/(Loss) before Tax (PBT) -0.05 -120.04
Less : (Income Tax) 0.00 0.00
Add: Provision for Fringe Benefit Tax 0.00 0.00
Add: Provision for Deferred Tax 0.00 0.00
Liability / ( Asset)
Profit/(Loss) after Tax -0.05 -120.04
Add : Balance brought forward from -770.33 -650.29
previous year
Balance carried to Balance Sheet -770.38 -770.33
PERFORMANCE
As informed earlier IFCI has seized the factory premises pursuant to
recovery notice and subsequently sold the assets of the Company along
with statutory liabilities through auction in month of July, 2009.
There were no operations during the year under review .However, the
company has became debt free.
FUTURE OUTLOOK:
The management is exploring possibilities to re-structure the company
in the larger interest of all the stake holders.
DIVIDEND:
Your Directors do not recommend any dividend for the financial year
2009-2010, in view of the accumulated losses.
FIXED DEPOSITS:
The company has neither accepted nor renewed any deposits falling
within the provisions of Section 58A of the Companies Act, 1956 read
with the Companies (Acceptance of Deposits) Rules, 1975 from the public
during the financial year.
DIRECTORS:
During the year, Sri Y Mallikharjuna Rao and Sri P.V.V. Subramanyam
were appointed as Additional Directors on 29.10.2009.
As per the provisions of Section 260 of the Companies Act, 1956 the
term of office of Sri Y Mallikharjuna Rao and Sri P.V.V. Subramanyam is
due to expire at the conclusion of this Annual General Meeting. The
Company has received notice in writing, proposing their appointment as
Directors of the Company. The relevant resolution proposing their
appointment as Director is included in the Notice of the Annual General
Meeting for your approval.
Further Sri A Satyanrayana director retires at the ensuing Annual
General Meeting and being eligible, offer himselves for reappointment.
AUDITORS:
M/s. Saya Reddy & Associates Chartered Accountants, Hyderabad, the
Statutory Auditors of the company retire at the conclusion of ensuing
Annual General Meeting & being eligible, offer themselves for
re-appointment. They have furnished a certificate stating that their
re-appointment, if made, will be within the limits laid down under
Section 224(1B) of the Companies Act, 1956.
The Board recommends their appointment as the Statutory Auditor of the
Company.
PARTICULARS OF EMPLOYEES:
There are no employees whose particulars are required to be furnished
under Section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of employees) Rules, 1975, and as amended from time to
time as remuneration of none of the employees is in excess of
Rs.2,00,000/- per month, if employed for the part of year or
Rs.24,00,000/- per annum during the financial year 2009-10 .
DIRECTORS' RESPONSIBILITY STATEMENT:
The Directors of your Company hereby report:
(i) that in the preparation of Annual Accounts for the financial year
ended 31st March, 2010, the applicable accounting standards have been
followed along with the proper explanation relating to material
departures, if any, there from;
(ii) that 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 and loss of the company for that period:
(iii) that the directors have 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 have prepared the annual accounts on a going
concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The details regarding Energy Conservation, Technology Absorption,
Foreign Exchange Earnings and Outgo as required by 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 are
given as Annexure A and forms part of this report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Your Company is into the business of processing Granite Slabs and
Tiles. The products have a very restrictive export market, which is
confined to some countries only, coupled with that the demand for
granites is heading south globally. The competition in the
International market has also increased to an alarming proportion.
Further because of the sudden demise of the Joint Managing Director and
Executive Director, the operation of the Company have come to grinding
halt.
The business of the Company require huge working capital, which is also
no more available from the bankers.
All these problems have struck down any chances of revival of the
Company. However, the management of the Company is exploring the
various possibilities of restructuring / reviving the Company in the
best interest of the shareholders.
CORPORATE GOVERNANCE:
The Company has implemented the procedures and adopted practices in
conformity with the Code of Corporate Governance enunciated in Clause
49 of the Listing Agreement with the Stock Exchanges. A separate report
on Corporate Governance is annexed herewith, as a part of the Annual
Report along with the Auditor's Certificate on its compliance.
LISTING:
Your Company's shares are presently listed on the Bombay Stock Exchange
Limited.
ACKNOWLEDGEMENTS:
The Board of Directors would like to place on record its appreciation
towards all the employees & the managerial personnel of the company for
their contribution, efforts and support rendered by them during the
lean phase of the company. The Directors would also like to record
their sincere thanks to the Company's bankers, Central and State
Government officials and the shareholders for their continued support
and co-operation.
For and on behalf of the Board of Directors
La MANSION GRANITES LIMITED
Sd/-
P. Janardhan Reddy
CHAIRMAN & MANAGING DIRECTOR
Date : 09.08.2010
Place : Hyderabad
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