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Directors Report of Vivanza Biosciences Ltd.

Mar 31, 2014

Dear Shareholders,

The Directors have pleasure in presenting you their Annual Report along with Audited Accounts of the Company for the year ended on 31st March, 2014.

FINANCIAL RESULTS:

The financial highlights of the Company are as below:

(Rs. In Lac) PARTICULARS 2013-14 2012-13

Sales & Other Income - -

Total Expenditure 5.35 159.91

Profit / (Loss) Before Tax (5.35) (159.91)

Provision for Taxation - -

Profit/(Loss) after Taxation (5.35) (159.91)

DIVIDEND

Your Directors regret their inability to recommend any Dividend to the Shareholders of the Company due to loss.

DIRECTORS

Mr. Vishnubhai G. Chauhan (DIN:01955762), Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

DIRECTOR''S RESPONSIBILITY STATEMENT :

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors confirm:

i) That, in the preparation of the annual accounts for the year 31st March, 2014, the applicable accounting Standards had been followed and there has been no material departure;

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 ended 31st March, 2014 and of the loss of the company for that year,

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 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.

AUDITORS

M/s. Shamik J. Divatia & Co, Chartered Accountants, Ahmedabad has not furnished their willingness to be appointed as Statutory Auditors'' of the company. A special notice as required under Section 140(4)(i) of the Companies Act, 2013 has been received from one the shareholder of the company recommending the intention to recommend the appointment of M/s. Pradip B. Gandhi & Co. Chartered Accountants, Ahmedabad as Statutory Auditors of the Company at the forthcoming Annual General Meeting.

The Company has received written certificate from M/s. Pradip B. Gandhi & Co. Chartered Accountants, Ahmedabad as required under The Companies (Audit & Auditors) Rules, 2014.

AUDITOR''S REMARKS

The observations made in the Auditors'' Report, read with the relevant notes thereon are self-explanatory and therefore do not call for any further comments under Section 217 of the Companies Act, 1956.

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion & Analysis is given separately and forms part of this Annual Report.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement, a report on Corporate Governance is given in Annexure – II.

CEO and CFO CERTIFICATION

Mr. Hemant Nanavaty, Managing Director, have given certificate to the board as contemplated in sub-clause (V) of clause 49 of the Listing Agreement.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO ETC.

Since the company has not carried out any activities during the year the details relating to Conservation of Energy and Technology Absorption are not applicable. The Company has no foreign exchange earnings and outgo.

PARTICULARS OF EMPLOYEES

There are no employees drawing remuneration exceeding the limits prescribed under Section - 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

ACKNOWLEDGMENT

Your Directors wish to place on record their sincere appreciation for the continued assistance and help received by the Company from various authorities and employees.

ON BEHALF OF THE BOARD OF DIRECTORS

Date : 02/09/2014 Hemant D. Nanavaty Harshul Shah Place: Ahmedabad MANAGING DIRECTOR DIRECTOR


Mar 31, 2011

Dear Shareholders,

The Directors have pleasure before presenting you their Annual Report along with audited Accounts of the Company for the year ended on 31st March, 2011

FINANCIAL RESULTS:

The salient features are as under:

(Rs. In Lac)

PARTICULARS 2010-11 2009-10

Sales & Other Income - -

Total Expenditure 0.10 0.10

Profit / (Loss) Before Tax (0.10) (0.10)

Provision for Taxation - -

Profit/(Loss) after Taxation (0.10) (0.10)

DIVIDEND

Your Directors regret their inability to recommend any Dividend to the Equity Shareholders of the Company.

DIRECTORS

Dr. N. V. Vasavada, Director of the Company retires by rotation at the ensuring Annual General Meeting and being eligible offers himself for re-appointment.

DIRECTOR'S RESPONSIBILITY STATEMENT:

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors confirm :

i) That, in the preparation of the annual accounts for the year 31st March, 2011, the applicable accounting Standards had been followed and there has been no material departure;

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 ended 31st March, 2011 and of the loss of the company for that year,

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 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.

AUDITORS

M/s. C. Padamshi & Co., Chartered Accountants, Baroda retire at the forthcoming Annual General Meeting and being eligible offer themselves for re-appointment.

AUDITOR'S REMARKS

With regard to the auditors' remarks in para f(a) and f(c), your directors wish to state that hard efforts have been initiated for recovery of debts and advances outstanding for long; and it is expected to realize on improved economic.conditions. Para f(b) is repeated since few years and has no bearing on the Company's performance discharged for the year.

SECRETARIAL AUDIT COMPLIANCE CERTIFICATE

As required under the provisions of Sec. 383A(1) of the Companies (Amendment) Act, 2000, the compliance certificate from Practicing Company Secretary is attached with this report and forms part of Director's Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO ETC.

Since the company has not carried out any activities during the year the details relating to Conservation of Energy and Technology Absorption are not applicable. The Company has no foreign exchange earnings and outgo,

PARTICULARS OF EMPLOYEES

Provision of Section 217(2A) of the Companies Act, 195-6 read with the Companies (particulars of Employees) Rules, 1976 as amended do not apply the company for the year under audit.

ACKNOWLEDGMENT

Your Directors wish to place on record their sincere appreciation for the continued co-continued, assistance and help received by the Company from various State and Central Govt. Departments, office of the Industries Commissioner GEB authorities, Central Bank of India, GSFC, raw materials suppliers and customers of the Company.

ON BEHALF OF THE BOARD OF DIRECTORS

DIRECTOR DIRECTOR

Date : 01.09.2011 Place : Junagadh




Mar 31, 2010

Dear Shareholders,

The Directors have pleasure before presenting you their Annual Report along with audited Accounts of the Company for the year ended on 31st March, 2010

FINANCIAL RESULTS:

The salient features are as under:

(Rs. In Lac)

2009-10 2008-09

PARTICULARS

Sales & Other Income - -

Total Expenditure 0.10 0.10

Profit / (Loss) Before Tax 0.10 0.10

Provision for Taxation - -

Profit/(Loss) after Taxation 0.10 0.10

DIVIDEND

your Directors regret their inability to recommend any Dividend to the Equity Shareholders at the

Company.

DIRECTORS

Dr Priyarat C. Joshi. Director of the Comply retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appcntment.

Mr Gautam J Baxi expire on 25.12.2009 c-d he vacated the office of directorship. The board appreciate the services rendered by him during his the as executive director.

DIRECTOR'S RESPONSIBILITY STATEMENT :

Pursuant to Section 217(2AA) of the Cockiness Act, 1956, the Directors confirm:

That in the preparation of the Annual accounts for the year 31- March 2010 the applicable accounting Standards had been followed and there has been no material departure,

ii That the directors have selected such accounting policies and applied them consistently and made judgments and estimatesinal 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 ended 31st March.2010 and of the loss of the company for the year.

iii) That the directors had taken apery and sufficient care for the maintenance of adequate accountant Records in accordance with the provisions of the Companies Act. 1956 or "he assets of the company end for-preventing on defecting raid and o:-. irregularities,

iv) That, the directors have prepare, -he annual accounts on a going concern

AUDITORS

M/s. C. Padamshi & Co., Chartered Accountants, Baroda retire at the forthcoming Annual General Meeting and being eligible offer themselves for re-appointment.

AUDITOR'S REMARKS

With regard to the auditors remarks in para f(a) and f(c), your directors wish to state that hard efforts have been initiated for recovery of debts and advances outstanding for long; and it is expected to realize on improved economic conditions. Para f(b) is repeated since few years and has no bearing on the Company's performance discharged for the year.

SECRETARIAL AUDIT COMPLIANCE CERTIFICATE

As required under the provisions of Sec. 383A(1) of the Companies (Amendment) Act 2000, the compliance certificate from Practicing Company Secretary is attached with the is report and forms part of Director's Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

ETC.

Since the company has not carried out an/ activities during the year the details relating to Conservation of Energy end Technology Absorption ere not applicable. The Company has no foreign exchange earnings and outgo.

PARTICULARS OF EMPLOYEES

Provision of Section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of Employees) Rules, 1976 as amended do rot apply the company for the year under qug.t.

ACKNOWLEDGMENT

Your Directors wish to place on record their sincere appreciation for the continued co-continued, as stance "and help received by the Company from various State and Central Govt. Departments, office of The industries Commissioner GEB authorities, Central Bank of India, GSFC, raw maternal suppliers and customers of the Company.

ON BEHALF OF THE BOARD OF DIRECTORS

Date : 01.09.2010

Place : Junagadh

DIRECTOR DIRECTOR

 
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