Mar 31, 2015
The Directors have pleasure in presenting their 17th Annual Report on
the business and operations of the Company and the accounts for the
Financial Year ended March 31, 2015.
1.FINANCIAL RESULTS
Particulars 2014-15
(Rs) 2013-14
(Rs)
Revenue from Operations 725,000 701,000
Operating Expenditure 872,296 533,758
Profit before Tax 132,013 298,177
Profit after Tax 109,311 197,994
Balance carried to Balance Sheet 109,311 197,994
During the year under review, your Company had earned a total income of
Rs 10.52 Lakhs as against Rs 9.64 Lakhs during the previous year and
the Net Profit for the current year is Rs. 1.09 lakhs as against a Net
Profit of Rs. 1.98 Lakhs for the previous year. Despite the serious
efforts that have been put by the Management, Your Company could not
succeed in getting new business opportunities in Media and Broadband
Internet Segments due to global economic slowdown and lack of adequate
resources at the disposal of the Company. Your Company is considering
various other options, details of which would be communicated to the
Members in due course. There is no change in the nature of business.
2. DIVIDEND
In view of inadequate profits, your Board could not recommend any
dividend for the financial year 2014- 15.
3. DIRECTORS AND KEY MANAGERIAL PERSONNEL
a) In accordance with the provisions of Companies Act, 2013, Mr. P.
Shyam Prasad, Executive Director of the Company would retire by
rotation and, being eligible, offer himself for re- appointment. The
Board recommend to the shareholders for his re-appointment.
b) Mr. B V Satya Sai Prasad and Mr. Hafeezuddin Shaik Imam, Independent
Directors have resigned from the office of Director of the Company
w.e.f. 14-08-2015.
c) Smt. N Vasundhara Mani, Mr. Muvva Kondala Rao, and Mr. Panjugula
Srisail Reddy have been appointed as Additional Directors on
14-08-2015. Ms. Vemula Tejaswini has been appointed on 31-03-2015
d) As required under Section 134 (3) (d) of the Companies Act, 2013,
All independent directors have given declarations that they meet the
criteria of independence as laid down under section 149 (6) of the
Companies Act, 2013 and clause 49 of the Listing Agreement.
e) Other Disclosure
Board Evaluation
Pursuant to Section 134 (3) (p) of the Companies Act, 2013 and Clause
49 of the Listing Agreement, the Board has carried out an evaluation of
its own performance, the directors individually as well as the
evaluation of the working of its Audit, Appointment & Remuneration
Committees. The manner in which the evaluation has been carried out has
been explained in the Corporate Governance Report.
Selection and Remuneration Policy
On the recommendation of the Nomination & Remuneration Committee, the
Board has discussed and framed a policy for selection and appointment
of Directors, Senior Management. However, since the Company is not
doing well, the remuneration policy is yet to be finalized.
Meetings
During the year 6 (SIX) Board Meetings and 4 (four) Audit Committee
Meetings were convened and held. The details of which are given in the
Corporate Governance Report. The intervening gap between the Meetings
was within the period prescribed under the Companies Act, 2013.
Change in Management:
During the year under review, the Company was taken over by Mrs.
Vasundhara Mani Namburu through open process and acquired entire
holding of the previous promoter "Savera Construction Pvt Ltd"
4. PARTICULARS OF EMPLOYEES
None of the employees has received remuneration exceeding the limit as
stated in rule 5 (2) of the Companies (Appointment and remuneration of
Managerial Personnel) Rules 2014.
5. DETAILS OF SUBSIDIARY
During the period under review, your Company has no Subsidiary Company.
6. AUDITORS:
M/s. M.M. Reddy & Co. (FRN No. 01371S), Chartered Accountants,
Hyderabad, the present Auditors, has been appointed for Five
consecutive years (Subject to the ratification by the shareholders at
each AGM held after the previous AGM) by the shareholders at the
previous AGM. The Board of Directors recommends the ratification of
appointment of M.M. Reddy & Co., Chartered Accountants, at the ensuing
Annual General Meeting.
7. AUDITORS' REPORT
The Auditors' Report does not contain any qualification. Notes to
Accounts and Auditors remarks in their report are self-explanatory and
do not call for any further comments.
8. EXTRACT OF ANNUAL RETURN:
As required pursuant to section 92(3) of the Companies Act, 2013 and
rule 12(1) of the Companies (Management and Administration) Rules,
2014, an extract of annual return in MGT 9 as a part of this Annual
Report as (Annexure I).
9. SECRETARIAL AUDIT REPORT
In terms of Section 204 of the Act and Rules made there under, M/s.
VCSR & Associates, Practicing Company Secretaries have been appointed
Secretarial Auditors of the Company. The report of the Secretarial
Auditors is enclosed as (Annexure II) to this report. The report is
self-explanatory and do not call for any further comments.
10. INTERNAL AUDIT & CONTROLS AND THEIR ADEQUACY
There are proper internal control policies installed in the Company
commensurate with the size and operation of the Company. Owing to less
numbers of operations in the Company, internal control policies are
taken care by the employees.
11. VIGIL MECHANISM
In pursuant to the provisions of section 177(9) & (10) of the Companies
Act, 2013, a Vigil Mechanism for directors and employees to report
genuine concerns has been established. The Vigil Mechanism Policy has
been uploaded on the website of the Company at www.vgml.com
12. RISK MANAGEMENT POLICY
Pursuant to section 134 (3) (n) of the Companies Act, 2013 & Clause 49
of the listing agreement, the company has constituted a risk management
committee. The details of the committee and its terms of reference are
set out in the corporate governance report forming part of the Boards
report.
13. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE
FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE
AND THE DATE OF THE REPORT
During the period of review, there are no material changes affecting
the financial position of the company.
14. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:
There are no significant and material orders passed by the Regulators
or Courts or Tribunals which would impact the going concern status and
the Company's future operations.
15. DEPOSITS
The Company has not accepted any fixed deposits from the public, and as
such no amount of principal or interest on public deposits was
outstanding as on the date of the balance sheet.
16. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
During the period under review, the Company has not entered into any
related party transaction as envisaged under Section 188 of the
Companies Act, 2013.
17. CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES:
As the company is not doing well from the last couple of years, the
rules in connection with spending of money on specified projects under
corporate social responsibility rules as envisaged under section 135 of
the Companies Act, 2013 are not applicable to the Company. As a listed
company, necessary measures have been taken to comply with the listing
agreements of Stock Exchanges.
18. OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
In order to prevent sexual harassment of women at work place a new act
The Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 has been notified on 9th December, 2013. Under
the said Act every company is required to set up an Internal Complaints
Committee to look into complaints relating to sexual harassment at work
place of any women employee.
Company has adopted a policy for prevention of Sexual Harassment of
Women at workplace and has set up Committee for implementation of said
policy. During the year Company has not received any complaint of
harassment.
1. DIRECTORS' RESPONSIBILITY STATEMENT:
In pursuance of Section 134(5) of the Companies Act, 2013, your
directors confirm:
(a) That the directors in the preparation of the annual accounts the
applicable accounting standards have been followed along with proper
explanations relating to material departures.
(b) 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 and loss of the Company for that period.
(c) That the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safe guarding the assets of the company and
for preventing and deleting fraud and other irregularities.
(d) That the directors had prepared the annual accounts on the going
concern basis.
(e) That the directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and were operating effectively.
(f) That 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.
20. LISTING WITH STOCK EXCHANGES:
Presently, the Equity Shares of the Company are listed on Bombay Stock
Exchange Limited [BSE]. The Company confirms that it has paid Annual
Listing Fees due to BSE for the financial year 2015-16.
21. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS
The Corporate Governance and Management Discussion & Analysis Report,
which form an integral part of this Report, are set out separately in
this annual report together with the Certificate from the auditors of
the Company regarding compliance with the requirements of Corporate
Governance as stipulated in Clause 49 of the Listing Agreement.
22. ACKNOWLEDGEMENTS
Your Directors gratefully acknowledge and appreciate the support
extended by the Bankers of the Company. Your Directors express their
grateful thanks to our valued shareholders for the trust and confidence
reposed in the Company.
By order of the Board
For VIRGO GLOBAL MEDIA LIMITED
Sd/- Sd/-
P Shyam Prasad N Vasundhara Mani
Whole-time Director Director
Place: Hyderabad (DIN: 02713599) (DIN: 01646183)
Date : 30.11.2015
Mar 31, 2014
Dear members,
The Directors have pleasure in presenting the Sixteenth Annual Report
of your company and the Audited Financial Accounts for the year ended
on March 31, 2014.
Financial Results
Rs. In Lakhs
Particulars 2013-14 2012-13
Net Sales/Income from Operations 7.01 6.75
Other Income 2.63 2.23
Total Income 9.64 8.97
Financial Expenses 0.29 0.27
Depreciation and Write
Offs 0.02 0.23
Other Expenses
Provision for taxation 1.00 0.94
Profit/(Loss) 1.98 1.91
Equity Share Capital (1,05,04,300
Shares of Rs 4/- each) 420.17 420.17
Review of Operations:
During the year under review, your Company had earned a total income
of Rs 9.64 Lakhs as against Rs 8.97 Lakhs during the previous year and
the Net Profit for the current year was Rs. 1.98 lakhs as against a
Net Profit of Rs. 1.91 Lakhs for the corresponding period. The Total
income includes other income of Rs. 2.63 Lakhs. Despite the serious
efforts that have been put by the Management, Your Company could not
succeed in getting new business opportunities in Media and Broadband
Internet Segments, due to global economic slowdown and lack of
adequate resources at the disposal of the Company. Your Company is
considering various other options, details of which would be
communicated to the Members in due course.
Fixed deposits:
The Company has not accepted any fixed deposits from the public, and
as such, no amount of principal or interest on public deposits was
outstanding as on the date of the balance sheet.
Auditors:
M/s. P. Murali & Company (FRN: 007257S), Chartered Accountants,
Hyderabad, Statutory Auditors of the Company holds office in
accordance with the provisions of the Companies Act, 1956 up to the
conclusion of forth-coming Annual General Meeting. The company has
received a letter from existing auditors expresing their unwillingness
to continue as auditors. Hence the company has obtained willingness
and eligibility letter from M/s. M.M. Reddy & Co. (FRN No. 01371S)
Chartered Accountants, Hyderabad to act as auditor of the company.
Pursuant to the provisions of the Section 139 (2) of the Companies
Act, 2013 They have furnished a certificate stating that their
appointment, if made, will be within the limits laid down under
Section 141 (3) (g) of the Companies Act, 2013 read with Companies
(Audit and Auditors) Rules 2014.
The Audit Committee of your Company meets periodically with Statutory
Auditors and Internal Auditors to review the performance of the
Internal Audit, to discuss the nature and scope of statutory auditors
functions, and to discuss auditing, internal control and financial
reporting issues. To ensure complete independence, the statutory
auditor and the internal auditor have full access to the Members of
the Audit Committee to discuss any matter of substance.
Directors:
At the ensuing Annual General Meeting Mr. P.Syam Prasad retires by
rotation and being eligible, offered himself for re-appointment.
In terms of Sections 149, 152, Schedule IV and other applicable
provisions, if any, of the
Companies Act, 2013 read with Companies (Appointment and Qualification
of Directors) Rules,2014, the Independent Directors can hold office
for a term of up to five (5) consecutive years on the Board of
Directors of your Company and are not liable to retire by rotation and
the tenure of the Independent Directors on the date of commencement of
the Companies Act, 2013 (ie., 01.04.2014) shall not be counted as term
for aforesaid period of 5 years. Accordingly, it is proposed to
appoint Mr. Hafeezuddin Shaik Imam and Mr. B.V.Satya Sai Prasad as
Independent Directors of your Company from 30th December 2014 up to
29th December 2019.
Appropriate resolutions for the appointment of Directors are being
placed before you for your approval at the ensuing Annual General
Meeting. Your Directors recommend their reappointment as Directors of
your Company.
Stock Exchange Listing:
Presently, the Equity Shares of the Company are listed on Bombay Stock
Exchange Limited [BSE]. The Company confirms that it has paid Annual
Listing Fees due to BSE for the financial year 2014-15.
Director''s Responsibility Statement:
In accordance with the Section 217(2AA) of the Companies Act, 1956,
the Board of Directors confirms that:
a) In the preparation of the Accounts for the twelve months period
ending March 31, 2014; the applicable accounting standards have been
followed and there are no material departures there from.
b) They have selected such accounting policies in consultation with
Statutory Auditors of the Company and applied consistently and
judgments and estimates have been made 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
financial year.
c) They have taken proper and sufficient care to the best of their
knowledge and ability for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 1956.
They confirm that there are adequate systems and controls for
safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities.
d) They have prepared accounts for the year ended March 31, 2014 on a
going concern basis.
Corporate Governance and Management Discussion and Analysis Report:
A separate report on Corporate Governance along with Auditors''
Certificate on its compliance and Management Discussion and Analysis
forming part of this report are annexed hereto.
Particulars of Employees:
None of the employees are drawing remuneration in excess of the limits
prescribed under section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 as amended.
Particulars in respect of Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings and Outgo required under
Companies (Disclosure of particulars in the Directors Report) Rules
1988:
A. Conservation of Energy:- The Company is not a manufacturing Company
and hence the details in respect of the above are not applicable.
B. Technology Absorption:- Your Company is committed to use state of
Art technology for improving the quality of its services.
C. Research and Development:- Your Company has not undertaken any R&D
activity in any specific area during the year under review.
D. Disclosure of Particulars relating to Foreign Exchange Earnings and
Outgo:-
Your Company''s Operation did not result into any Foreign Exchange
earnings or outgo.
Acknowledgements
Your Directors gratefully acknowledge and appreciate the support
extended by the
Syndicate Bank,UCO Bank various departments of Central and State
Governments, SEBI and Stock Exchanges. Your Directors express their
grateful thanks to our valued shareholders for the trust and
confidence reposed in the Company.
By order of the Board
For VIRGO GLOBAL MEDIA LIMITED
Sd/- Sd/-
Place: Hyderabad P Syam Prasad B V S Sai Prasad
Date: 03.12.2014 Director Director
Mar 31, 2012
To The Members of Virgo Global Media Limited
The Directors have pleasure in presenting the Fourteenth Annual Report
of your company and the Audited Financial Accounts for the year ended
on March 31' 2012. Financial Results:
Rs in Lakhs
Particulars 2011-12 2010-11
Net Sales/Income from Operations 7.35 5.70
Other Income 2.58 2.73
Total Income 9.93 8.43
Financial Expenses 0.32 0.28
Depreciation and Write Offs 0.30 0.30
Other Expenses 6.02 4.22
Provision for taxation 0.42 0.00
Profit/fLoss) 1.21 3.76
Equity Share Capital(l '05'04'300
Shares of Rs 4/-each) 420.17 420.17
Review of Operations:
During the year under review' your Company had earned a total income of
Rs 9.93 Lakhs as against Rs 8.43 Lakhs during the previous year and the
Net Profit for the current year was Rs. 1.21 lakhs as against a Net
Profit of Rs. 3.76 Lakhs for the Corresponding period. The Total income
includes other income of Rs. 2.58 Lakhs. Despite the serious efforts
that have been put in by the Management' Your Company could not succeed
in getting business opportunities in Media and Broadband Internet
Segments' due to global economic slowdown and lack of adequate
resources at the disposal of the Company. Your Company is considering
various other options' details of which would be communicated to the
Members in due course.
Fixed deposits:
The Company has not accepted any Fixed Deposits' falling with in the
purview of Section 58A of trie Companies Act' 1956.
Auditors:
M/s. P. Murali & Company (FRN: 007257S)' Chartered Accountants'
Statutory Auditors of the Company holds office in accordance with the
provisions of the Companies Act' 1956 upto the conclusion of this
Annual General Meeting and are eligible for re-appointment.
Directors:
At the ensuing Annual General Meeting Mr. P. Syam Prasad retires by
rotation and being eligible' offered himself for re-appointment.
Mr. P. Syam Prasad ceased to be the Executive Director of the company
with effect from 27th April' 2012 consequent to the expiry of his terms
as Executive Director. Mr. P Venkata Ramana had resigned from the board
with effect from 21st December 2011.
Stock Exchange listing:
Presently' the Equity Shares of the Company are listed on Bombay Stock
Exchange Limited [BSE]. The Company confirms that it has paid Annual
Listing Fees due to the Stock Exchanges where the Company's securities
are listed for the year 2012-13.
Directors' Responsibility Statement:
In accordance with Section 217(2AA) of the Companies Act' 1956' the
Board of Directors confirms that:
a) In the preparation of the Accounts for the twelve months period
ended March 31' 2012; the applicable accounting standards have been
followed and there are no material departures there from.
b) They have selected such accounting policies in consultation with
Statutory Auditors of the Company and applied consistently and
judgements and estimates have been made 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' 2012 and of the profit of the Company for the
financial year.
c) They have taken proper and sufficient care to the best of their
knowledge and' ability for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act' 1956.
They confirm that there adequate systems and controls for safeguarding
the assets of the Company and for preventing and detecting fraud and
other irregularities.
d) They have prepared accounts for the year ended March 31' 2012 on a
going concern basis.
Corporate Governance and Management Discussion and Analysis Report:
A separate report on Corporate Governance along with Auditors'
Certificate on its compliance and Management Discussion and Analysis
forming part of this report are annexed hereto.
Particulars of Employees:
None of the employees are drawing remuneration in excess of the limits
prescribed under section 217(2A) of the Companies Act' 1956 read with
the Companies (Particulars of Employees) Rules' 1975 as amended.
Particulars in respect of Conservation of Energy' Technology Absorption
and Foreign Exchange Earnings and Outgo required under Companies
(Disclosure of particulars in the-Directors Report) Rules 1988:
A. Conservation of Energy:- The Company is not a manufacturing Company
and hence the details in respect of the above are not applicable.
B. Technology Absorption:- Your Company is committed to use state of
Art technology for improving the quality of its services.
C. Research and Development:- Your Company has not undertaken any R&D
activity in any specific area during the year under review.
D. Disclosure of Particulars relating to Foreign Exchange Earnings and
Outgo:- Your Company's Operation did not result into any Foreign
Exchange earnings or outgo.
Acknowledgements :
Your Directors gratefully acknowledge and appreciate the support
extended by the Syndicate Bank' UCO Bank and various departments of
Central and State Governments' SEBI and Stock Exchanges. Your
Directors express their grateful thanks to the valued shareholders for
the trust and confidence reposed in the Company.
For and on behalf of the Board
Sd/- Sd/-
PSyam Prasad BVSS Prasad
Director Director
Place: Secunderabad
Date: 14.08.2012
Mar 31, 2011
The Members
Virgo Global Media Limited
The Directors have pleasure in presenting the Thirteenth Annual Report
of your company and the Audited Financial Accounts for the year ended
on 31st March 2011.
Financial Results Rs in Lakhs
Particulars 2010-11 2009-10
Net Sales/Income from
Operations 5.70 3.12
Other Income 2.73 2.07
Total Income 8.43 5.19
Financial Expenses 0.28 0.30
Depreciation and
Write Offs 0.30 0.30
Other expenses 3.49 4.39
Provision for taxation 0.00 0.00
Profit/(Loss) 3.76 0.26
Equity Share Capital 420.17 420.17
(1,05,04,300 Shares of
Rs 4/- each)
Review of Operations
During the year your Company's total income is Rs.8.43 lakhs as against
Rs.5.19 lakhs during the previous year and the net profit is Rs.3.76
lakhs as against a profit of Rs.0.26 lakhs for the corresponding
period. The total income includes other income of Rs.2.73 lakhs as
against Rs.2.07 lakhs of previous year. Your company is exploring
various business opportunities in Media and Broadband internet
segments.
Fixed deposits
The Company has not accepted any Fixed Deposits, falling with in the
purview of Section 58A of the Companies Act, 1956.
Auditors
M/s. P. Murali & Company (FRN: 007257S), Chartered Accountants,
Statutory Auditors of the Company holds office in accordance with the
provisions of the Companies Act, 1956 upto the conclusion of this
Annual General Meeting and are eligible for re-appointment.
Directors
At the ensuing Annual General Meeting Mr. P. Venkat Ramana retires by
rotation and being eligible, offered himself for re-appointment. The
Company has received notice under section 257 of the Act from its
member, in respect of Mr. B V Satya Sai Prasad and Mr. Hafeezuddin
Shaik Imam proposing their candidature as Directors liable to retire by
rotation.
Further, the Board of Directors vide Circular Resolution dated April
26, 2011 have reappointed, subject to your approval, Mr.P.Syam Prasad
as Executive Director of the Company for a period of One Year with
effect from April 27, 2011 without any remuneration.
Stock Exchange Listing
Presently, the Equity Shares of the Company are listed on Bombay Stock
Exchange Limited (BSE). The Company confirms that it has paid Annual
Listing Fees due to the Stock Exchanges for the year 2011-12.
Directors' Responsibility Statement
In accordance with the Section 217(2AA) of the Companies Act, 1956, the
Board of Directors confirm that:
(a) in the preparation of the Accounts for the twelve months period
ending 31st March 2011, the applicable accounting standards have been
followed and there are no material departures there from.
(b) they have selected such accounting policies in consultation with
Statutory Auditors of the Company and applied consistently and
judgements and estimates have been made that are reasonable and prudent
so as to give a true and fair view of the state of affairs of the
Company as at 31st March 2011 and of the profit of the Company for the
financial year.
(c) they have taken proper and sufficient care to the best of their
knowledge and ability for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act,
1956.They confirm that there are adequate systems and controls for
safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities.
(d) they have prepared accounts for the year ended 31st March 2011 on a
going concern basis.
Corporate Governance and Management Discussion and Analysis Report
A separate report on Corporate Governance along with Auditors'
Certificate on its compliance and Management Discussion and Analysis
forming part of this report are annexed hereto.
Particulars of Employees
None of the employees are drawing remuneration in excess of the limits
prescribed under section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975, as amended.
Particulars in respect of Conservation of Energy, Technology Absorption
and Foreign Exchange Earnings and Outgo required under Companies
(Disclosure of particulars in the Directors Report) Rules 1988:
A. Conservation of Energy:- The Company is not a manufacturing Company
and hence the details in respect of the above are not applicable
B. Technology Absorption:- Your company is committed to use state of
art technology for improving the quality of its services.
C. Research and Development:- Your Company has not undertaken any R&D
activity in any specific area during the year under review.
D. Disclosure of Particulars relating to Foreign Exchange Earnings and
Outgo:- Your company's operations did not result into any Foreign
exchange earnings or outgo.
Acknowledgements
Your Directors gratefully acknowledge and appreciate the support
extended by the Syndicate Bank, UCO Bank various departments of Central
and State Government, SEBI and Stock Exchanges. Your Directors express
their grateful thanks to our valued shareholders for the trust and
confidence reposed in the Company.
For and on behalf of the Board
Sd/- Sd/-
P Syam Prasad B.V.S.Sai Prasad
Executive Director
Director
Place: Secunderabad
Date : 30.08.2011
Mar 31, 2010
The Directors have pleasure in presenting the Twelfth Annual Report of
your company and the Audited Financial Statements for the year ended on
March 31, 2010.
Financial Results Rs in Lakhs
Particulars 12009-10 2008-09
Net Sales/Income from
Operations 3.12 7.04
Other Income 2.07 14.68
Total Income 5.19 21.72
Financial Expenses 0.30 15.56
Depreciation and
Writeoffs 0.30 0.29
Other expenses 4.39 20.84
Provision for taxation (0.06) 0.08
Profit/(Loss) 0.26 (15.19)
Equity Share Capital 420.17 420.17
(1,05,04,300 Shares of
Rs 4/- each)
Review of Operations
During the year under review, your Company had very lean operations as
it was evaluating new revenue possibilities. Thus, your companys total
income is Rs. 5.19 lakhs as against Rs. 21.72 lakhs during the previous
year and the net profit is Rs.0.26 lakhs as against a loss of Rs. 15.19
lakhs for the corresponding period. The total income includes other
income of Rs. 2.07 lakhs as against Rs. 14.68 lakhs of previous year.
Your company is exploring various business opportunities in Media and
Broadband internet segments.
Fixed deposits
The Company has not accepted any Fixed Deposits, falling with in the
purview of Section 58A of the Companies Act, 1956.
Auditors
M/s. P. Murali & Co., Chartered Accountants, Statutory Auditors of the
Company, hold office in accordance with the provisions of the Companies
Act, 1956 upto the conclusion of forthcoming Annual General Meeting and
are eligible for re-appointment.
Directors
At the ensuing Annua! General Meeting Mr. E.K. Surendran and Mr. Shyam
Bhethanabhotla shall retire by rotation and being not interested to
continue, expressed their inability for re-appointment. The company has
received notice under section 257 of the Act from its members, in
respect of Mr. P Venkat Ramana, proposing his candidature as Director
of the Company liable to retire by rotation. In terms of provisions of
Section 256 read with 257 of the Companies Act, 1956, the Board of
Directors proposed Mr. P. Venkat Ramana as the Director of the Company
liable to retire by rotation in the place of Mr. E. K. Surendran and
not to fill the resultant vacancy of office of Mr. Shyam
Bhethanabhotla.
Further, the Board of Directors vide Circular Resolution dated April
26, 2010 have re- appointed, subject to your approval, Mr. P. Syam
Prasad as Executive Director of the Company for a period of One Year
with effect from April 27, 2010 without any remuneration. The Board
recommends the said proposals.
Listing
Presently, the Equity Shares of the Company are listed on the Bombay
Stock Exchange Limited (BSE). The Company confirms that it has paid
Annual Listing Fees to the Stock Exchange for the year 2010-11. The
Board is delighted to share with its members that due to the strenuous
efforts made by your management, the BSE has permitted the trading of
equity shares of the company with effect from August 10, 2010 after a
period of around 6 years of suspension of the scrip for trading. Now
the companys scrip is actively trading on BSE.
Directors Responsibility Statement
In accordance with the Section 217(2AA) of the Companies Act, 1 956,
the Board of Directors confirm that:
(a) in the preparation of the Accounts for the twelve months period
ending March 31, 2010; the applicable accounting standards have been
followed and there are no material departures there-from.
(b) they have selected such accounting policies in consultation with
Statutory Auditors of the Company and applied 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 financial year.
(c) they have taken proper and sufficient care to the best of their
knowledge and abi lityfor the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 1956.
They confirm that there are adequate systems and controls for
safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities.
(d) they have prepared accounts for the year ended March 31, 2010 on a
going concern basis.
Corporate Governance and Management Discussion and Analysis Report
A separate report on Corporate Governance along with Auditors
Certificate on its compliance and Management Discussion and analysis
forming part of this report are annexed hereto.
Particulars of Employees
None of the employees are drawing remuneration in excess of the limits
prescribed under Section 217 (1) (e) read with the Companies
(Particulars of Employees) Rules, 1975.
Particulars in respect of Conservation of Energy Technology, Absorption
and Foreign Exchange Earnings and Outgo required under Companies
(Disclosure of particulars in the Directors Report) Rules 1988:
A. Conservation of Energy:- Your Company is not a manufacturing
Company and hence the details in respect of the above are not
applicable
B. Technology Absorption:- Your company is committed to use state of
art technology for improving the quality of its services.
C. Research and Development:- Your Company has not undertaken any R&D
activity in any specific area during the year under review.
D. Disclosure of Particulars relating to Foreign Exchange Earnings and
Outgo:- Your companys operations did not result into any Foreign
exchange earnings or outgo.
Acknowledgements
Your Directors gratefully acknowledge and appreciate the support
extended by the Banks, various departments of Central and State
Government, SEBI and BSE. Your Directors express their grateful thanks
to the valued shareholders for the trust and confidence reposed in the
Company.
For and on behalf of the Board
Sd/- Sd/-
P Syam Prasad D P Sreeinivas
Executive Director Director
Place: Secunderabad
Date: August 13, 2010
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