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Directors Report of Vibros Organics Ltd.

Mar 31, 2014

The Members

The Directors have pleasure in presenting the 27th Annual Report together with the Audited Statement of Accounts for the year ended March 31, 2014

Financial Results and Operations

During the year under review there were no operations in the Company. The other income was Rs.148.52 lacs as against Rs.128.08 lacs in the previous year. After expenses, gross and net loss during the year under review was Rs.1.65 lacs as against a profit of Rs.107.11 lacs for the previous year.

Dividend

Since the Company was not operational during the year under review, your Directors express their inability to recommend any dividend.

Deposits

During the year the Company has not accepted any deposits from public under Section 58-A of the Companies Act, 1956.

Listing

After revocation of suspension by the Bombay Stock Exchange Limited the shares of the Company can now be traded at BSE.

Application has also been made to the Delhi Stock Exchange for revocation of suspension in trading of shares of the Company and the same is under process.

Application has also been made to the U.P. Stock Exchange and the Jaipur Stock Exchange for delisting the shares of the Company from them and the same is under process.

Directors

Mr. Naveen Kohli and Mr. Anil Sood are liable to retire by rotation and are eligible for re- appointment.

Auditors and Auditors'' Report

M/s S. K. Mehta & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re- appointment. The Company has received certificate from them to the effect that their re- appointment, if made, would be in conformity with the section 224(IB) of the Companies Act, 1956

The Notes on Accounts referred to in the Auditors'' Report are self-explanatory and therefore do not call for any further comments.

Directors'' Responsibility Statement

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures from the same;

(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 as at March 31, 2014 and of the profit of the Company for the year ended on that date;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) the Directors have prepared the annual accounts of the Company on a ''going concern'' basis.

Particulars of Employees

There is no employee under the category whose particulars are required to be given under section 217(2A), as amended of the Companies Act, 1956.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Since the Company was not operational during the year, the information regarding conservation of energy, technology absorption and R & D as required to be disclosed is not given.

Foreign Exchange Earning and Outgo

During the year under review, the company has neither earned any foreign exchange nor incurred and foreign exchange expenditure.

Corporate Governance

Y our Company is committed to maintain the highest standards of Corporate Governance. The Directors adhere to the requirements set out by the Securities and Exchange Board of India''s Corporate Governance practices and have implemented all the stipulations prescribed. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of the Annual Report.

The requisite Certificate from the practicing Company Secretary, Ms. Supreet Kaur Rekhi, confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, is annexed to this Report.

Acknowledgement

The Directors would like to express their appreciation for the continued confidence reposed in them by the shareholders of the Company and look forward to their continued support.

For and on behalf of the Board For VIBROS ORGANICS LIMITED

Sd/-

(NAVEEN KOHLI) CHAIRMAN & MANAGING DIRECTOR

Place: Noida Dated: 21stMay 2014


Mar 31, 2013

The Directors have pleasure in presenting the 26th Annual Report together with the Audited Statement of Accounts for the year ended March 31, 2013.

Financial Results and Operations

During the year under review there were no operations in the Company. The other income was Rs. 128.08 lacs as against Rs. 1.76 lacs in the previous year. After expenses, gross and net profit during the year under review was Rs. 107.11 lacs as against a loss of Rs. 17.53 lacs for the previous year.

Dividend

Since the Company was not operational during the year under review, your Directors express their inability to recommend any dividend.

Deposits

During the year the Company has not accepted any deposits from public under Section 58-A of the Companies Act, 1956.

Listing

After revocation of suspension by the Bombay Stock Exchange Limited the shares of the Company can now be traded at BSE.

Application has also been made to the Delhi Stock Exchange for revocation of suspension in trading of shares of the Company and the same is under process.

Application has also been made to the U.P. Stock Exchange and the Jaipur Stock Exchange for delisting the shares of the Company from them and the same is under process.

Directors

Mr. Vivek Jha and Mr. Narender Kumar Sood are liable to retire by rotation and are eligible for re- appointment.

Auditors and Auditors'' Report

M/s S. K. .Mehta & Co., Chartered Accountants. Auditors of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves to re- appointment. The Company has received certificate from them to that their re- appointment. if made, would be in conformity with the Section 224(IB) of the Companies Act.

SIR

The Notes on Accounts referred to in the Auditors'' Report are self-explanatory and therefore do not call for any further comments.

Directors'' Responsibility Statement

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956. with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures from the same;

(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates lhat are reasonable and prudent so as to give a true and tair view of the state of affairs of the Company as at March 31. 2013 and of the profit of the Company for the year ended on that date;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act. 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities: and .

(iv) the Directors have prepared the annual accounts of the Company on a ''going concern basis.

Particulars of Employees

There is no employee under the category whose particulars are required to be given under section 217(2 A ), as amended of the Companies Act, 1956.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Since the Company was not operational during the year, the information regarding conservation of energy, technology absorption and R & D as required to be disclosed is not given.

Foreign Exchange Earning and Outgo

During the year under review, the company has neither earned any foreign exchange nor incurred and foreign exchange expenditure.

Corporate Governance

Company committed to maintain the highest standards of Corporate Governance. the Director adhere to the requirements set out by the Securities and Exchange Board of India''s Corporate Geomancer practices and have implemented all the stipulations prescribed. the on corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of the Annual Report.

The requisite Certificate from the practicing Company Secretary. Mr. Yatish Bhardwaj. confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49. is annexed to this Report.

Acknowledgement

The Directors would like to express their appreciation for the continued confidence reposed in them by the shareholders of the Company and look forward to their continued support.

For and on behalf of the Board

For VIBROS ORGANICS LIMITED

Sd/-

(NAVEEN KOHLI)

CHAIRMAN & MANAGING DIRECTOR

Place: Noida

Dated: 30th May, 2013


Mar 31, 2012

The Members

The Directors have pleasure in presenting the 25lh Annual Report together with the Audited Statement of Accounts for the year ended March 3 1, 2012.

Financial Results and Operations

During the year under review there were no operations in the Company. The other income was Rs. 1.76 lacs as against Rs. 0.40 lacs in the previous year. After expenses, gross and net loss during the year under review was Rs. 17.53 lacs as against Rs. 2.22 lacs for the previous year.

Dividend

Since the Company was not operational during the year under review, your Directors express their inability to recommend any dividend.

Deposits

During the year the Company has not accepted any deposits from public under Section 58-A of the Companies Act, 1 956.

Revocation of Suspension in trading of Shares in BSE

Due to efforts of the Company, the Bombay Stock Exchange Limited has revoked the suspension in trading of shares of the Company and the same can now be traded at BSE.

Revocation of Suspension in trading of Shares in DSE

Application has also been made to the Delhi Stock Exchange for revocation of suspension in trading of shares of the Company and the same is under process.

Delisting of Shares from TJPSE and JSE

Application has also been made to the U.P. Stock Exchange and the Jaipur Stock Exchange for delisting the shares of the Company from them and the same is under process.

Directors

Mr. Narender Kumar Sood and Mr. Anil Sood are liable to retire by rotation and are eligible for re- appointment.

Auditors and Auditors' Report

M/s S. K .Mehta & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received certificate from them to the effect that their re-appointment, if made, would be in conformity with the Section 224(rB) of the Companies Act, 1956.

The Notes on Accounts referred to in the Auditors' Report are self-explanatory and therefore do not call for any ¦further comments.

Directors' Responsibility Statement

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors' Responsibility Statement, it is hereby confirmed that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures from the same; (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 as at March 3 b 2011 and of the profit of the Company for the year ended on that date; (Hi) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) the Directors have prepared the annual accounts of the Company on a 'going concern" basis.

Particulars of Employees

There is no employee under the category whose particulars are required to be given under section 21 7(2A), as amended of the Companies Act, ] 956.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and

Outgo

Since the Company was not operational during the year, the information regarding conservation of energy, technology absorption and R&D as required to be disclosed is no! given.

Foreign Exchange Earning and Outgo

During the year under review, the company has neither earned any foreign exchange nor incurred and foreign exchange expenditure.

Corporate Governance

Your Company is committed to maintain the highest standards of Corporate Governance. The Directors adhere to the requirements set out by the Securities and Exchange Board of India's Corporate Governance practices and have implemented all the stipulations prescribed. The Report on Corporate Governance as stipulated under Clause 49 0f t]ie Listing Agreement forms part of lire Annual Report.

The requisite Certificate from the practicing Company Secretary, Mr. Manish Kumar Dixit, confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, is annexed to this Report.

Acknowledgement

The Directors would like to express their appreciation for the continued confidence reposed in them by the shareholders of the Company and look forward to their continued support.

For and on behalf of the Board

For VIBROS ORGANICS LIMITED

Sd/-

(NAVEEN KOHL1)

Place: Greater Noida CHAIRMAN & MANAGING DIRECTOR

Dated: 1st September, 2012


Mar 31, 2011

The Directors have pleasure in presenting the 24th Annual Report together with the Audited Statement of Accounts for the year ended March 31,2011.

Financial Results and Operations

Out of the part consideration received against the sale of land and building of the company at Sikandrabad, Bulandshahar, pending dues of the financial institutions have been paid in full.

Dividend

Since the Company was not operational during the year under review, your Directors express their inability to recommend any dividend.

Deposits

During the year the Company has not accepted any deposits from public under Section 58-A of the Companies Act, 1956.

Revocation of Suspension in trading of Shares in BSE

As a result of extensive efforts on the part of the Company, the Bombay Stock Exchange Limited has granted in-principal approval for revocation of suspension in trading of shares of the Company.

Delisting of Shares from UPSE and JSE

In view of there being no trading in the shares of the Company in the U.P. Stock Exchange Association Limited and the Jaipur Stock Exchange Limited and to curtail the expenses of the Company, the Board at its meeting held on September 2, 2011, has passed a resolution to delist the shares of the Company from the said two Stock Exchanges.

Directors

Mr. Narender Kumar Sood and Mr. Vivek Jha are liable to retire by rotation and are eligible for re- appointment.

Auditors and Auditors' Report

M/s S. K .Mehta & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received certificate from them to the effect that their re-appointment, if made, would be in conformity with the Section 224(IB) of the Companies Act, 1956.

The Notes on Accounts referred to in the Auditors' Report are self-explanatory and therefore do not call for any further comments.

Directors' Responsibility Statement

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors' Responsibility Statement, it is hereby confirmed that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures from the same;

(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 as at March 31,2011 and of the profit of the Company for the year ended on that date;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other" irregularities; and

(iv) the Directors have prepared the annual accounts of the Company on a 'going concern' basis.

Particulars of Employees

There is no employee under the category whose particulars are required to be given under section 217(2 A), as amended of the Companies Act, 1956.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Since the Company was not operational during the year, the information regarding conservation of energy, technology absorption and R & D as required to be disclosed is not given.

Foreign Exchange Earning and Outgo

During the year under review, the company has neither earned any foreign exchange nor incurred and foreign exchange expenditure.

Corporate Governance

Your Company is committed to maintain the highest standards of Corporate Governance. The Directors adhere to the requirements set out by the Securities and Exchange Board of India's Corporate Governance practices and have implemented all the stipulations prescribed. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of the Annual Report.

The requisite Certificate from the practicing Company Secretary, Mr. Manish Kumar Dixit, confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, is annexed to this Report.

Acknowledgement

The Directors would like to express their appreciation for the continued confidence reposed in them by the shareholders of the Company and look forward to their continued support.

For and on behalf of the Board

For VIBROS ORGANICS LIMITED

Sd/- (NAVEEN KOHLI)

CHAIRMAN & MANAGING DIRECTOR Place: Greater Noida

Dated: 2nd September, 2011


Mar 31, 2010

The Members

The Directors have pleasure in presenting the23n Annual Report together with the Audited Statement of Accounts for the year ended March 31, 2010.

A. FINANCIAL RESULTS AND OPERATIONS

Tn view of there being no production/sale during the last several years and there also being no probability of the same in the near future, it was considered prudent to sell off few assets and pay off the outstanding liabilities. Accordingly, an agreement was executed to sell the land and building situated at A -46, UPSIDC Industrial Area, Sikandrabad, Bulandshahar, U.P. The advance/ part payment received in this regard has been utilized in payment of dues of the financial institutions and banks as per the OTS arrived at with them.

During the year, as per the OTS with the banks and financial institutions, an amount of Rs. 39,17,208/- towards outstanding interest dues was written off and total expenditures of Rs. 33,300/- was incurred. Deferred revenue expenditure amounting to Rs. 12,22,758/- was also written off.

B. DIRECTORS

Shri Anil Sood and Sliri Narender Kumar Sood are liable to retire by rotation and are eligible for re- appointment.

D. AUDITORS

M/s S. K .Mehta & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re- appointment. The Company has received certificate from them to the effect that their re- appointment, if made , would be in conformity with the Section 224(TB) of the Companies Act, 1956.

E. DIVIDEND

Since the Company was not operational during the year under review, your Directors express their inability to recommend any dividend.

F. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors' Responsibility Statement, it is hereby confirmed that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures from the same;

(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 as at March 31, 2010 and of the profit of the Company for the year ended on that date;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) the Directors have prepared the annual accounts of the Company on a 'going concern' basis.

G. STATUTORY STATEMENTS

(i) Particulars of Employees

There is no employee under the category whose particulars are required to be given under section 217(2A), as amended of the Companies Act, 1956.

(ii) Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Since the Company was not operational during the year, the information regarding conservation of energy, technology absorption and R & D as required to be disclosed is not given.

(iii) Foreign Exchange Earning and Outgo

During the year under review, the company has neither earned any foreign exchange nor incurred and foreign exchange expenditure.

H. DEPOSITS

During the year the Company has not accepted any deposits from public under Section 58-A of the Companies Act, 1956.

For and on behalf of the Board For VIBROS ORGANICS LIMITED

(NAVEEN KOHLI) CHAIRMAN AND MANAGING DIRECTOR

Place: Greater Noida Dated:2nd September,2010.


Mar 31, 2009

The Directors have pleasure in presenting the 22nd Annual Report together with the Audited Statement of Accounts for the year ended March 31, 2009.

A. FINANCIAL RESULTS AND OPERATIONS

During the year under review the production could not be re-commenced. The Board of Directors are, however, taking steps lo resume production at earliest. The plant for manufacture of ONCB/PNCB could not be commissioned during the current year also because of financial constraints being faced by the Company. During the year the total Income was NIL whereas total expenditures were Rs. 109,663.00. Hence total loss comes to Rs. 109,663.00 and after brought forwarding the accumulated losses of previous years the total loss comes to Rs. 72,032,024.07.

U. SETTLEMENT/ RECONSTRUCTION OF TERM LOAN

The Company has submitted proposals with secured lenders for One Time Settlement (OTS) of its outstanding working capital, which is underactive consideration.

C.DIRECTORS

Shri Anil Sood and Shri Narender Kumar Sood are to retire by rotation and are eligible for re-appointment.

D.AUDITORS

M/s S.K.Mehta & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for rc-appointment. The Company has received certificate from them to the effect that their re-appointment ,if made , would be in conformity with the Section 224(IB) of the Companies Act, 1956.

E.DIVIDEND

Since the Company was not operational during the year under review Your Directors express their inability to recommend any dividend.

F.DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors hereby make their responsibility statement:

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

ii) appropriate accounting policies have been selected and have 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 2008-2009 and of the profit or loss of the Company for that period;

iii) proper and sufficient care has been taken for the maintenance of 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 annual accounts have been prepared on a going concern basis. G. STATUTORY STATEMENTS

i) PARTICULARS OF EMPLOYEES

There is no employee under the category whose particulars are required to be given under section 217(2A), as amended of the Companies Act, 1956.

ii) CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Since the Company was not operational during the year, the information regarding conservation of energy, technology absorption and R & D as required to be disclosed is not given.

iii) FORIGN EXCHANGE EARNING AND OUTGO

During the year under review, the company has neither earned any foreign exchange nor incurred and foreign exchange expenditure,

H.DEPOSITS

During the year the Company has not accepted any deposits from public under Section 58-A of the Companies Act, 1956.



For and on behalf of the Board For VIBROS ORGANICS LIMITED SD/- (NAVEEN KOIILI) CHAIRMAN Place: Sikandrabad(U.P.)

Dated: August 18, 2009

 
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