Mar 31, 2015
Dear Members,
The Directors take pleasure in presenting the 30th Annual Report and
the Audited Statement of Accounts for the year ended 31st March 2015.
The financial results of the Company's operation during the year under
review and those of the previous year are given below.
FINANCIAL RESULTS
( Rs In Lacs)
Current
Particulors Year ended Previous Ye
on ar ended on
31.03.2015 31.03.2014
Gross Revenue 1,477.23 1,673.60
Other Income 19.25 19.65
Total 1,496.48 1,693.25
Less: Expenditure 1,466.48 1,671.83
Gross Profit/(Loss) 30.00 21.42
Less: Depreciation 29.76 21.15
Net Profit/(Loss) before Tax 0.24 0.27
Less: Provision for Income Tax 0.05 0.05
Add: Deferred Tax (0.35) 2.52
Net Profit/(Loss) after Tax (PAT) (0.16) 2.74
Add: Balance B/F from Previous Year (254.72) (257.46)
(254.88) (254.72)
Less: Adj. for Earlier Year Income Tax - -
Balance carried to Balance Sheet (254.88) (254.72)
Earning Per Share 0.06 0.06
REVIEW OF OPERATIONS
During the year under review, in spite of serious inflationary trend
ruling in the market and overall recession in the country's economy,
your company could sustain only a marginal shortfall in its gross
revenue by about 15 % with a minimal reduction in PAT by only Rs. 2.58
Lacs, through continuous monitoring.
DIVIDEND
There being a resultant Loss carried over to Balance sheet, your
Directors refrain from recommending any dividend for the year.
TRANSFER OF UNPAID DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
There was no unpaid dividend carried forward and are due to be
transfered to the designated Account in terms of sec. 124(5) of
Companies Act, 2013.
CAPITAL / FINANCE
During the year the Company, did not issue / allot any Shares or
Securities. The Issued, subscribed and paid-up share capital of the
Company stood at Rs. 4376.95 Lacs Comprising of 43,76,94,813 equity
shares of Re. 1/-each.
CREDIT RATING
The Company having no secured borrowing, no Credit Rating was required.
DIRECTORS & KEY MANAGERIAL PERSONAL
Pursuant to provisions of Sections 149, 150,152 and other applicable
provisions of the Companies Act, 2013 and the Rules made there under,
read with Schedule IV to the Companies Act, 2013, your Directors
appointed Mr. A. Dhanania and Mr. B. Bera and U. Pandey as Independent
Directors of the Company to hold office for a period of five years with
effect from conclusion of the AGM, held on 27.09.20,14 and their office
as Independent Director, is not subject to retirement by rotation.
As per provisions of the Companies Act, 2013 Mr. T. Chowdhury shall
retire at the ensuing Annual General Meeting of the Company and being
eligible, seeks re-appointment. The Board of Directors recommend his
re-appointment.
Mr. Vivek Kumar, has since been appointed as chief financial officer of
the Company in due compliance of section 203 of the Companies Act,
2013.
Pursuant to the provisions u/s 161(1) of the Companies Act, 2013 Mrs.
K. had since been appointed Additional Director to hold office until
the conclusion of the forthcoming AGM to fulfill the requirement of
woman director in the Board. In the meantime the Company has received a
notice u/ s 160 of the Companies Act, 2013 with requisite deposit
proposing Mrs. K. Saraogi to be appointed as a rotational Director in
the forthcoming AGM.
The particulars of the Director seeking appointment / re-appointment
has duly been furnished as part of the notes to the notice convening
the ensuing Annual General Meeting pursuant to clause 49 of the listing
agreement.
DECLARATION OF INDEPENDENT DIRECTORS
The independent Directors have since confirmed that they fulfill the
conditions under section 149 (6) of the Companies Act, 2013. laid down
as to the status of independence of the Company.
DIRECTORS RESPONSIBILITY STATEMENT
As required u/s 134 (5) of the Companies Act, 2013, your Directors
confirm having :
a) Followed in the preparation of Annual Accounts for the Financial
Year 2014-2015 the applicable Accounting Standards with proper
explanation relating to material departures, if any;
b) 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
the end of the financial year and the profit of the Company for that
year;
c) Taken proper and sufficient care for maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act, 2013 for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities; and
d) Prepared the Annual Accounts on a going concern basis.
e) Laid down internal financial controls to be followed by the Company
and that such internal financial controls are adequate and were
operating effectively.
Devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating
effectively.
CORPORATE GOVERNANCE
The Company believes that Corporate Governance is a way of business
life rather than a legal compulsion. Your Director, being committed to
best management practices and adhering to the policy of full
transparency, enclose herewith a Report on Corporate Governance as
stipulated by clause 49 of the listing agreement along with compliance
certificate on Corporate Governance (Annexure 3) forming part of this
report.
EXTRACT OF ANNUAL RETURN
Pursuant to sec 92(3) of the Companies Act, 2013 (The Act) and Rule
12(1) of the Companies (Management and Administration) Rules 2014 an
extract of Annual Return as at 31st March 2015 is annexed hereto and
Marked as Annexure 1.
AUDITORS AND THEIR REPORT
in the last Annual General Meeting of the Company held on 27th
September 2014 Mr. Ranjit Jha, Chartered Accounts was appointed as
statutory Auditor for three (3) consecutive years subject to
rectification of members at every Annual General Meeting in between
whereas by a notice given by the Auditors expressing their inability to
accept the appointment in view of the ceiling in the number of Audit
prescribed under the provision of the Companies Act, 2013. Consequently
there was a casual vacancy caused in the office of statutory auditors
and the Company have since appointed M/ s. Ranjit Jha & Associates,
Chartered Accounts (firm regs. no 326969E), as the statutory Auditors
of the Company in the casual vacancy for a period of consecutive 5
years ending on 30.09.2019, in the Extra Ordinary General Meeting held
on 09.02.2015 subject to ratification by the members at each Annual
General Meeting held in between this period. Accordingly the
ratification of their appointment is sought for at the ensuing Annual
General Meeting.
The report of the statutory Auditors when read with the notes and
schedules forming part of the statements of account as annexed thereto
are self explanatory and needs no further elaboration and comments.
COST AUDIT
The provision of section 148 and all other applicable provisions of the
Companies Act, 2013 read with the Companies (Audit and Auditors) rules
2014, the provision of cost audit is not applicable on the products/
services of the Company for the F.Y. 2014-15.
SECRETARIAL AUDIT
In terms of section 204 of the Companies Act, 2013 and rules made there
under, Mr. K.C. Dhanuka & Co., a Company Secretary in practice (CP No.
1247 member, no. 2204) has been appointed as the Secretarial Auditor to
conduct the Secretarial Audit of the Company for the F.Y. 2014-15.The
Report of secretarial Auditor is enclosed hereto as Annexure - 2. which
is self explanatory and needs no comments thereon.
RELATED PARTY TRANSACTION
During the year there was no related party transaction attracting the
provisions of sec. 188 of the Companies Act, 2013.
CORPORATE SOCIAL RESPONSIBILITY
The company's realized profit for last several years do not call for
establishment a CSR policy as prescribe u/s 135 of the Companies Act,
2013.
COMPANY'S POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS AND KEY
MANAGERIAL PERSONNEL AND OTHERS EMPLOYEES
KEY MANAGERIAL PERSONNEL AND EMPLOYEES
The remuneration of Key Managerial Personnel and Employees largely
consists of basic salary perquisites, allowances and performance
incentives subject to annual assessment.
The Components of the total remuneration vary for different grades and
are governed by the industry pattern, qualification, experience, merit
and performance of each employee. The Company while deciding the
remuneration package takes into consideration the ruling employment
scenario and remuneration package in the industry.
The annual variable pay of Managers is linked to the performance of the
Company in general and the Individual performance in the relevant year
with reference to achievement of Company's objective fixed at the
beginning of the year.
INTERNAL FINANCIAL CONTROL
Your Company has established a well defined organization structure
having an extensive system of internal control to ensure optimum
utilization of on going schemes of operations, accurate reporting of
financial transactions and strict compliance of applicable Laws and
regulations. Your Company has adequate system to ensure that the assets
of the Company are safeguarded against loss from un-authorized use or
deprecations.
An audit committee of the Board regularly review the audit plans,
significant audit findings, adequacy of internal control, compliance of
applicable Accounting Standards and changes in accounting policies and
practices, if any.
VIGIL MECHANISM
The company has a whistle blower policy and appropriate mechanism in
place. Employees can directly report to the Top Management any concern
about any unethical behavior, actual or suspected fraud or violation of
Company's code of conduct or ethic policy. Management on its turn is
responsible for establishing a fearless atmosphere where the reporting
employee does not fear of being harassed or threatened in any way. We
further affirm that no personnel of the Company have been denied access
to the Audit Committee during the year under review.
SUBSIDIARIES
The Company is not having any Subsidiary.
EMPLOYEES STOCK OPTION SCHEMES
The Company have not provided any employee stock option.
GREEN INITIATIVES
Electronic copies of the Annual Report 2015 along with the Notice of
the 30th AGM are sent to all members whose email addresses are
registered with the Company /Depository Participant(s). For members who
have not registered their email addresses, physical copies of the
Annual Report 2015 along with the Notice of the 30th AGM are sent in
the permitted mode. Members requiring physical copies can send a
request to the Company Secretary.
The Company is providing e-voting facility to all members enabling them
to cast their votes electronically on all resolutions set forth in the
Notice. This is pursuant to section 108 of the Companies Act, 2013 read
with the Companies (Management and Administration) Rules, 2014. The
instruction for e-voting is provided in the notice.
PUBLIC DEPOSIT
The Company has not accepted or renewed any public deposits as defined
under section 58 Aof the Companies Act, 1956 during the year. Under
section 73 of the Companies Act, 2013 there is no deposit lying with
the Company as on 31.03.2015.
PARTICULARS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN
EARNINGS & OUTGO
The information on particulars of conservation of Energy, technology
absorption and foreign exchange earnings & outgo as required under
section 234(3)(iii) of the Companies Act, 2013 read with the companies
(Disclosure of particulars in the Report of the Board of Directors )
rules 2014 are not attached to this Company.
PARTICULARS OF EMPLOYEES
There being no employee drawing remuneration in excess of prescribed
ceiling during the year, the information of particulars of employees as
required under section 217 (2A) of the Companies Act, 1956 read with
the Companies (Particulars of Employees) Rules, 1975 in respect of the
Company is not attracted to this Company.
CAUTIONARY STATEMENT
Statements in this report describing the Company's objectives,
expectations or predictions may be forward looking within the meaning
of the applicable laws and regulations. The actual results may differ
materially from those expressed in this statement because of many
factors like economic conditions, availability resources, price
conditions, domestic and international markets, changes in govt,
policies, tax regimes, etc.
ACKNOWLEDGEMENTS
We thank our Customers, Vendors, Investors and Bankers for their
continued support during the year. We also thank the employees for
their significant contribution in Company's performance. We now look
forward to the future with confidence and optimism.
For and on Behalf of the Board of Directors
Director Director
Place: Kolkata
Date : 30lh July, 2015
Mar 31, 2014
Dear Members,
The Directors take pleasure in presenting the 29th Annual report and
the Audited Statement of Accounts for the year ended 31st March 2014.
The financial results of the Company''s operation during the year under
review and those of the previous year are given below.
FINANCIAL RESULTS
(Rs In Lacs)
Current Year PrevousYear
ended on ended on
31.03.2014 31.03.2013
Gross Revenue 1,673.60 1,950.79
Other Income 19.65 20.80
Total 1,693.25 1,971.59
Less: Expenditure 1,671.83 1,929.21
Gross Prcfit/(Loss) 21.42 42.38
Less: Depreciation 21.15 33.28
Net Profit/(Loss) before Tax 0.27 9.10
Less: Provision for Income Tax 0.05 1.69
Add: Deferred Tax 2.52 1.70
Net Profit/(Loss) after Tax (PAT) 2.74 9.11
Add: Balance B/F from Prevous Year (257.46) (266.57)
(254.72) (257.46)
Less: Adj. for Earlier Year Income Tax - -
Balance carried to Balance Sheet (254.72) (257.46)
Earning Per Share 0.06 0.21
DIVIDEND
There being a resultant Loss C/F from the previous during the year,
your Directors refrain from recommending any dividend for the year
ended.
REVIEW OF OPERATIONS
During the year under review, in spite of serious inflationary trend
ruling in the market and overall recession in the country''s economy,
your company could sustain a marginal shortfall in its gross revenue by
about 15 % with a minimal reduction in PAT by only Rs. 6.37 Lacs, though
continuous monitoring.
COMPLIANCES
The Company did not default in the payment of interest and / or
repayment of loan to any of the financial Institutions and / or banks
during the period under review.
CORPORATE GOVERNANCE
A report on corporate Governance is annexed hereto.
PUBLIC DEPOSITE
The company has not accepted or renewed any public deposit during the
year under review as defined under section 58A of the companies Act.
1956.
DIRECTORS
Pursuant to the provisions of the companies Act. 1956 and the Articles
of Association of the company, the Board has appointed Mr. U. Pandey an
Additional Director designated as an Independent Director w.e.f
01-12-2013 upto the date of the ensuring Annual General Meeting. Mr. U.
Pandey being eligible offered for re-appointment as an Independent
Director at the ensuring Annual General Meeting in terms of Section 161
(1) of the Companies Act. 2013 read with schedule IV to the Act.
Mr. A. Dhanania, existing Non-executive Director, liable to retire by
rotation, has been designated as an independent Director is proposed to
be appointed in terms of Section 161 (1) of the Companies Act. 2013
read with schedule IV to the Act.
Mr. B. Bera retire by rotation at the ensuring Annual General Meeting
and being eligible offer himself for re-appointed.
DIRECTOR''S RESPONSIBILITY STATEMENT
Pursuant to the provisions of section 217 (2 AA) of the companies Act.
1956 with respect to Directors'' Responsibility Statement, the Directors
confirm having:-
a) followed in the preparation of the annual accounts, the applicable
accounting standards with proper explanation related to the material
departures, if any;
b) selected such accounting policies 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 at the end of
the year under review and of the losses of the company for the year
under review;
c) taken proper and sufficient care of the maintenance of adequate
accounting reccyds in accordance with the provisions of the companies
Act. 1956 for safeguarding the assets of the company and for preventing
and detecting frauds and other irregularities; and
d) Prepared the annual accounts on a going concern basis.
e) Laid down internal financial controls to be followed by the company
and that such internal financial controls were adequate and operating
effectively, and
f) Devised proper system to ensure compliance with the provision of all
applicable law and that such systems were adequate and operating
effectively.
AUDITORS
The Auditors of the Company, M/s Ranjit Jha & Associates, Chartered
Accountants, retire at the conclusion of the ensuing Annual General
Meeting and have confirm their eligibility and willingness to accept
office, if appointed. Pursuant is section 139 of the Companies Act.
2013 and rules made there under M/s Ranjit Jha & Associates is proposed
to be appointed for a consecutive period of 5 (five) years from the
conclusion of the forth coming Annual General Meeting.
Auditors Report read with annexure thereto does not contain any
qualification of significant nature and therefore no comments from the
Directors is required.
PERSONNEL/INDUSTRIAL RELATIONS
During the period under review, your company maintained healthy,
cordial and harmonious industrial relations at all levels. The
enthusiasm and unstinting efforts of the employee have enabled your
Company to remain at the forefront of the industry. Your Directors
record their appreciation for their hard work and efficiency.
Forand on behalf of the Board
Place: Kolkata T. Chowdhury
Date :30th July, 2014 (DIRECTOR)
Mar 31, 2013
The Directors take pleasure in presenting the 28th Annual report and
the Audited Statement of Accounts for the year ended 31st March 2013.
The financial results of the Company''s operation during the year under
review and those of the previous year are given below.
FINANCIAL RESULTS
(Rs. in Lacs)
Current
Year Previous
Year
ended on ended on
31.03.2013 31.03.2012
Gross Revenue 1,950.79 1,796.70
Other Income 20.80 22.09
Total 1,971.59 1,818.79
Less: Expenditure 1,929.21 2,357.49
Gross Profit/(Loss) 42.38 (538.70)
Less: Depreciation 33.28 31.55
Net Profit/(Loss) before Tax 9.10 (570.25)
Less: Provision for Income Tax & FBT 1.69
Add: Deferred Tax 1/70 167.16
Net Profit/(Loss) after Tax (PAT) 9.11 (403.09)
Add: Balance B/F from Previous Year (266.57) 136.52
(257.46) (266.57)
Less: Adj. for Earlier Year Income Tax
Balance carried to Balance Sheet (257.46) (266.57)
Earning Per Share 0.21
DIVIDEND
There being a resultant Loss C/F from the previous during the year,
your Directors refrain from recommending any dividend for the year
ended.
REVIEW OF OPERATIONS
During the year under review, inspite of serious inflationary trend
ruling in the market and overall recession in the country''s economy,
your company could increase its revenue though marginally by about 10%
over the previous year and was able to bring back the final result into
black from the red through continuous monitoring.
DIRECTORS
Sri A. Dhanania, Director of the company retires by rotation at the
forthcoming Annual General Meeting and being eligible offers herself
for re-appointment.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to requirements under section 217(2AA) of the Companies Act,
1956 with respect to Directors Responsibility Statement it is hereby
confirmed that:-
a) in the preparation of Annual Accounts for the Financial Year
2012-2013 the applicable Accounting Standards had been followed and no
material departures have been made from the same;
b) they have selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 the profit and loss of
the company for that period;
c) to the best of their knowledge and information , they 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
d) they have prepared the Annual Accounts on a going concern basis.
DEPOSITS
The company has not accepted and / or renewed any deposit from the
public during the period nor was their any carried forward balance at
the end of year.
AUDITORS & THEIR REPORT:
The retiring Auditors M/s. Ranjit Jha & Associates, Chartered
Accountants, being eligible after themselves for re-appointment and
have notified that such reappointment will be within the limits
prescribed u/s 224(18) of the Act.
The reports of the Auditors when read with the notes on Accounts are
self explanatory and need no further explanation.
COMPLIANCES
The Company did not default in the payment of interest and / or
repayment of loan to any of the financial Institutions and / or banks
during the period under review.
CORPORATE GOVERNANCE
Your Company has taken adequate steps to ensure that all mandatory
provisions of Corporate Governance, as provided under the amended
Clause 49 of the Listing Agreement with the Stock Exchanges, are duly
complied with.
Separate report on Corporate Governance along with auditors''
certificate for its due compliance and Management Discussion and
Analysis are annexed hereto and form part of this Annual Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your company is committed to play its role as an enlightened corporate
citizen and continued to earmark activities for Social and inclusive
Development mainly in the area of education, particularly education of
primary children.
During the year under review, your Company in collaboration with
employees of the Company, for supporting NGOs/charitable organizations
working in the fields of education, health, environment and child
welfare, has provided financial aid to these organizations.
STATUTORY INFORMATION:
(1) CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The company being engaged in non- manufacturing activities , the
information required under the provisions of section 217(l)(e) of the
Companies Act, 1956 read with the Companies (Disclosure of particulars
in the report of the Directors) Rules 1988, relating to conservation of
energy, etc is not required. The particulars of Foreign Exchange
earnings and outgo are given hereunder:-
(2) FOREIGN EXCHANGE INCOME AND OUTGO
Current Year Previous Year
Foreign Exchange Earned : Rs. NIL Rs. NIL
Foreign Exchange Outgo : Rs. NIL Rs. NIL
(3) EMPLOYEES PARTICULARS
The company having no employee drawing salaries in excess of the
prescribed limits, the provisions of U/S 217(2A) of the Companies Act,
1956 are not attracted.
PERSONNEL/INDUSTRIAL RELATIONS
During the period under review, your company maintained healthy,
cordial and harmonious industrial relations at all levels. The
enthusiasm and unstinting efforts of the employee have enabled your
Company to remain at the forefront of the industry. Your Directors
record their appreciation for their hard work and efficiency.
APPRECIATION
We wish to place on record our appreciation for the continued
assistance and co-operation extended to the Company by the Government
of India, State Governments, Financial Institutions and Banks, dealers
and customers, shareholders and to all others who are continuing their
assistance to the Company.
For and on behalf of the Board
Place: Kolkata T.CHOWDHURY
Date : 27th May, 2013 (DIRECTOR)
Mar 31, 2012
The Directors take pleasure in presenting the 27th Annual report and
the Audited Statement of Accounts for the year ended 31st March 2012.
The financial results of the Company''s operation during the year
under review and those of the previous year are given below.
FINANCIAL RESULTS
(Rs. In Lacs)
Current Year Previous year
ended on
31.03.2012 on 31.03.2011
Gross Revenue 1,796.70 9,088.07
Other Income 22.09 17.40
Total 1,818.79 9,105.47
Less: Expenditure 2,357.49 8,663.10
Gross Profit/(Loss) (538.70) 442.37
Less : Depreciation 31.55 433.65
Net Profit / (Loss) before Tax (570.25) 8.72
Less : Provision for Income Tax & FBT - 1.62
Add: Deferred Tax 167.16 63.84
Net Profit / (Loss) after tax (PAT) (403.09) 70.94
Add : Balance B/F from Previous Year 136.52 65.58
(266.57) 136.52
Less: Adj. for Earlier Year Income Tax - -
Balance carried to Balance Sheet (266.57) 136.52
Earning Per Share 0.00 0.00
DIVIDEND
There being a resultant Loss during the year, your Directors have
decided not to recommend any dividend for the year ended.
REVIEW OF OPERATIONS
During the year under review, the company incurred serious fall in
revenue due to prevailing uncertainty in the Capital market which
resulted in a negative return on capital, your directors are however
optimistic about regaining the position through diversification and
concentration of its focus on it training and solution which has a wide
prospect.
DIRECTORS
Sri T. Chowdhury, Director of the company retires by rotation at the
forthcoming Annual General Meeting and being eligible offers herself
for re-appointment.
Mr. Bibhas Bera who was appointed as an additional Director during the
year retires at the conclusion of the forth coming Annual General
Meeting. Whereas the Company has received a notice u/s 257 of the
Companies Act, 1956 from a member proposing appointment of Mr. Bera as
a rotational Director in the forth coming Annual General Meeting
particulars of Directors seeking appointment / re-appointment has been
detailed in the notice to Notice convening the Annual General Meeting
in due Compliance of Clause 49 of the Listing Agreement.
During the year Mrs. Kavita Saraogi, Director of the Company vacated
her office through resignation due to her other engagements. The
Directors puts on record its sincere appreciation of the valuable
guidance offered by Mrs. Saraogi during the tenure of her office.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to requirements under section 217(2AA) of the Companies Act,
1956 with respect to Directors Responsibility Statement it is hereby
confirmed that:-
a) in the preparation of Annual Accounts for the Financial Year
2011-2012 the applicable Accounting Standards had been followed and no
material departures have been made from the same;
b) they have selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 the profit and loss of
the company for that period;
c) to the best of their knowledge and information , they 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
d) they have prepared the Annual Accounts on a going concern basis.
DEPOSITS
The company has not accepted and / or renewed any deposit from the
public during the period nor was their any carried forward balance at
the end of year.
AUDITORS & THEIR REPORT :
The Auditors of the Company M/s. Rajendra Chowdhury & Co. Chartered
Accountant vacated the office consequent to the sudden devise of the
proprietor Mr. Rajendra Chowdhury. In the casual vacancy caused thereby
M/s. Ranjit Jha & Associates, Chartered Accountants were appointed in
terms of Section 224 of the companies Act, 1956 who retires at the
conclusions of the next Annual General Meeting. The retiring Auditors
M/s. Ranjit Jha & Associates, Chartered Accountants, being eligible
after themselves for re-appointment and have notified that such
reappointment will be within the limits prescribed u/s 224(1 B) of the
Act. The reports of the Auditors when read with the notes forming point
of the audited statements of Accounts are self explanatory and needs no
elaboration.
The reports of the Auditors when read with the notes on Accounts are
self explanatory and need no further explanation.
COMPLIANCES
The Company did not default in the payment of interest and / or
repayment of loan to any of the financial Institutions and / or banks
during the period under review.
CORPORATE GOVERNANCE
Your Company has taken adequate steps to ensure that all mandatory
provisions of Corporate Governance, as provided under the amended
Clause 49 of the Listing Agreement with the Stock Exchanges, are duly
complied with.
A separate report on Corporate Governance along with auditors''
certificate for its due compliance and Managements'' Discussion and
Analysis are annexed hereto and form part of this Annual Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your company is committed to play its role as an enlightened corporate
citizen and continued to earmark activities for Social and inclusive
Development mainly in the area of education, particularly education of
primary children.
During the year under review, your Company in collaboration with
employees of the Company, for supporting NGOs/charitable organizations
working in the fields of education, health, environment and child
welfare, provided financial aid to these organizations.
STATUTORY INFORMATION:
(1) CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The company being engaged in non- manufacturing activities, the
information required under the provisions of section 217(1 )(e) of the
Companies Act, 1956 read with the Companies (Disclosure of particulars
in the report of the Directors) Rules 1988, relating to conservation of
energy, etc is not required. The particulars of Foreign Exchange
earnings and outgo are given hereunder:-
(2) FOREIGN EXCHANGE INCOME AND OUTGO
Current Year Previous Year
Foreign Exchange Earned : Rs. NIL Rs. NIL
Foreign Exchange Outgo : Rs. NIL Rs. NIL
(3) EMPLOYEES PARTICULARS
The company having no employee drawing salaries in excess of Rs.
24,00,000 p.a. or Rs.2,00,000 per month for a part of the year, the
provisions U/S 217(2A) of the Companies Act, 1956 are not attracted.
PERSONNEL/INDUSTRIAL RELATIONS
During the period under review, your company maintained healthy,
cordial and harmonious industrial relations at all levels. The
enthusiasm and unstinting efforts of the employee have enabled your
Company to remain at the forefront of the industry. Your Directors
record their appreciation for their hard work and efficiency.
APPRECIATION
We wish to place on record our appreciation for the continued
assistance and co-operation extended to the Company by the Government
of India, State Governments, Financial Institutions and Banks, dealers
and customers, shareholders and to all others who are continuing their
assistance to the Company.
For and on behalf of the Board
Place : Kolkata SUSHIL K SARAOGI
Date : 18th August, 2012 (MANAGING DIRECTOR)
Mar 31, 2010
The Directors take pleasure in presenting the 25th Annual report and
the Audited Statement of Accounts for the year ended 31st March 2010.
The financial results of the Companys operation during the year under
review and those of the previous year are given below.
FINANCIAL RESULTS
(Rs. In Lacs)
Current Year ended Previous year
on 31.03.2010 ended 31.03.2009
Gross Sales 8,909.55 1717.68
Other Income 614.45 408.80
Total 9,524.00 2126.48
Less: Expenditure 9,143.87 1920.59
Gross Profit/(Loss) 380.13 205.89
Less: Depreciation 353.01 179.67
Net Profit / (Loss) before tax 27.12 26.22
Less : Provision for Income tax & FBT 4.19 3.42
Add: Deferred Tax (61.74) 1.48
Net Profit / (Loss) after tax (PAT) (38.81) 24.28
Add : Balance B/F from P. Year 104.39 85.85
65.58 110.13
Less : Adj. for Earlier Year Income Tax - 5.73
Balance carried to Balance Sheet 65.58 104.39
Earning Per Share 0.005 0.006
DIVIDEND
There being no substantial profit during the year, your Directors have
decided not to recommend any dividend for the year ended.
REVIEW OF OPERATIONS
In year marked with challenges and opportunities, your Company has
achieved credible financial results. On standalone basis, revenues
have grown 348% in compare to previous year. Company focused on doing
the simple things well. We kept our focus on the customers, work out
their business pain point and try to resolve that. At the end of
2009-10, your companys revenues came from Hardware, Software, Training
and solutions. 2010 will see IT spending in all major industries
returning to growth, although that growth will vary by individual
sector. Due to this, PC sales grown up and companys is benefited by
this.
CURRENT PERFORMANCE
The Indian retail market, the fifth-largest retail destination globally
has been ranked as the most attractive emerging market for investment
in the retail sector. Further, organized retailing is growing at 50-55%
in small towns compared to 30% in large cities. Organized retail is
expected to grow four fold from $7 billion to $30 billion by 2010.
Todays consumers are well informed. Training is almost necessary for
both retailers and resellers.
DIRECTORS
Mrs. Kavita Saraogi, Director of the company retires by rotation at the
forthcoming Annual General Meeting and being eligible offers herself
for re-appointment.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to requirements under section 217(2AA) of the Companies Act,
1956 with respect to Directors Responsibility Statement it is hereby
confirmed that :-
a) in the preparation of Annual Accounts for the Financial Year
2009-2010 the applicable Accounting Standards had been followed and no
material departures have been made from the same;
b) they have selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 the profit and loss of
the company for that period;
c) to the best of their knowledge and information , they 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
d) they have prepared the Annual Accounts on a going concern basis.
DEPOSITS
The company has not accepted and / or renewed any deposit from the
public during the period nor was their any carried forward balance at
the end of year.
AUDITORS & THEIR REPORT :
M/s Rajendra Chaudhary & Co., Chartered Accountants the Auditors of the
Company retires at the conclusion of the forthcoming Annual General
Meeting and they being eligible offer themselves for re-appointment and
have notified that such re-appointment will be within the limits
prescribed under Section 224(1 B) of the Companies Act, 1956.
The reports of the Auditors when read with the notes on Accounts are
self explanatory and need no further explanation.
COMPLIANCES
The Company did not default in the payment of interest and / or
repayment of loan to any of the financial Institutions and /or banks
during the period under review.
CORPORATE GOVERNANCE
Your Company has taken adequate steps to ensure that all mandatory
provisions of Corporate Governance, as provided under the amended
Clause 49 of the Listing Agreement with the Stock Exchanges, are duly
complied with.
A separate report on Corporate Governance along with auditors
certificate for its due compliance and Managements Discussion and
Analysis are annexed hereto and form part of this Annual Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your company is committed to play its role as an enlightened corporate
citizen and continued to earmarked activities for Social and inclusive
Development mainly in the area of education, particularly education of
primarily children.
During the year under review by your Company in collaboration with
employees of the Company for supporting NGOs/charitable organizations
working in the fields of education, health, environment and child
welfare with your Company providing financial aid to these
organizations.
STATUTORY INFORMATION:
(1) CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The company being engaged in non- manufacturing activities, the
information required under the provisions of section 217(1)(e) of the
Companies Act, 1956 read with the companies (Disclosure of particulars
in the report of the Directors) Rules 1988, relating to conservation of
energy, etc is not required. The particulars of Foreign Exchange
earnings and outgo are given hereunder .:-
(2) FOREIGN EXCHANGE INCOME AND OUTGO
Current Year Previous Year Foreign Exchange Earned : Rs. NIL Rs. NIL
Foreign Exchange Outgo : Rs. NIL Rs. NIL
(3) EMPLOYEES PARTICULARS
The company having no employee drawing salaries in excess of Rs.
24,00,000 p.a. or Rs.2,00,000 per month for a part of the year, the
provisions U/S 217(2A) of the Companies Act, 1956 are not attracted.
PERSONNEL/INDUSTRIAL RELATIONS
During the period under review, your company maintained healthy,
cordial and harmonious industrial relations at all levels. The
enthusiasm and unstinting efforts of the employee have enabled your
Company to remain at the forefront of the industry. Your Directors
record their appreciation for this hard work and efficiency.
APPRECIATION
We wish to place on record our appreciation for the continued
assistance and co-operation extended to the Company by the Government
of India, State Governments, Financial Institutions and Banks, dealers
and customers, shareholders and to all others who are continuing their
assistance to the Company.
For and on behalf of the Board
Place : Kolkata SUSHIL K SARAOGI
Date :28th August, 2010 (CHAIRMAN CUM MANAGING DIRECTOR)