Jun 30, 2014
Dear Members,
The Directors have pleasure in presenting the 29thAnnual Report of the
Company together with the Audited Accounts for the year ended on 30th
June 2014 (01.07.2013 to 30.06.2014).
FINANCIAL RESULTS
Consolidated Standalone
2013-2014 2013-2014 2012-2013
Rs. Rs. Rs.
Net Revenue 1,031,029,771 333,040,568 275,740,582
Profit Before Depreciation 106,929,193 90,986,195 56,627,115
Depreciation 24,881,446 4,669,740 3,632,160
Profit Before Taxation 82,047,747 86,316,455 52,994,955
Provision for Taxation 31,399,596 30,230,511 8,672,907
Profit after Taxation 50,648,151 56,085,944 44,322,047
Brought Forward Profit/(Loss) 113,032,436 95,352,462 51,030,415
Balance carried to
Balance Sheet 163,680,587 151,438,406 95,352,462
BUSINESS PERFORMANCE OF THE COMPANY
Since this is the first year of Consolidation our company has not
presented consolidated figures for the previous year. Our revenue
(Standalone) increased to Rs: 333.041 Millions from Rs.275.74 million
from the previous year, also our Profit after Tax (PAT) increased to
Rs: 56.085 Millions from Rs.44.322 million from the previous year.
DECLARATION OF DIVIDEND
As the Company is still under expansion mode, there was no dividend
declared for the Current Year.
PROSPECTUS & OUTLOOK
The information technology (IT) and information technology enabled
services (ITeS) industry has been one of the key driving forces
fuelling India''s economic growth. The industry has not only transformed
India''s image on the global platform, but also fuelled economic growth
by energizing the higher education sector (especially in engineering
and computer science). It has employed almost 10 million Indians and
hence, has contributed a lot to social transformation in the country.
The Indian IT-business process outsourcing (BPO) sector, including the
domestic and exports segments, continue to grow from strength to
strength, witnessing high levels of activity both onshore as well as
offshore. The companies continue to move up the value-chain to offer
higher end research and analytics services to their clients.
The sector''s contribution to the domestic GDP is estimated to rise to
around 8.0% in FY13 from 1.2% during FY98. Further, the IT services
and BPO segment is estimated to employ around 3 million people directly
and nearly 9.5 million people indirectly as on FY 13 According to
Nasscom, India continues to be a premier destination for global
sourcing of IT and ITeS , accounting for around 52% share in the global
sourcing market during FY13. In order to sustain its leadership
position, the Indian IT and BPM vendors are focusing on developing
end-to-end value proposition, building and maintaining customer
relationship and adopting innovative business strategies.
IT-BPM revenue is estimated to grow at a higher pace during FY15,
primarily driven by exports. According to Nasscom, India''s total IT-BPM
is estimated to increase by around 9.3% to Rs. 118 billion in FY14.
During FY15, the total IT-BPM revenue is likely to grow by around 12%.
This growth will continue to be primarily driven by exports, which is
anticipated to grow between 13%-15% y-o-y, while domestic market is
expected to grow between 9%-12% during FY15. The growth in exports
market is expected to be fuelled by India''s ability to offer solutions
that integrate new business models such as SMAC (Social, Mobile,
Analytics and Cloud) with traditional offerings and improvement in
demand scenario with signs of revival in the global economy.
Government Initiatives
* The Central Government and the respective state governments are
expected to collectively spend US$ 6.4 billion on IT products and
services in 2014, an increase of 4.3 per cent over 2013.
* The Government of India has allocated a sum of Rs 7,060 crores (US$
1.16 billion) in the current fiscal for the project of developing ''one
hundred Smart Cities''. The Government of India also plans to launch a
pan India programme ''Digital India'' with an outlay of Rs.500 crores
(US$ 82.71 million).
Road Ahead
Globalization has had a profound impact in shaping the Indian IT
industry with India capturing a sizeable chunk of the global market for
technology sourcing and business services. Over the years, the growth
drivers for this sector have been the verticals of manufacturing,
telecommunication, insurance, banking, and finance and, of late, the
fledgling retail revolution. As the new scenario unfolds, it is getting
clear that the future growth of IT and ITeS will be fuelled by the
verticals of climate change, mobile applications, healthcare, energy
efficiency and sustainable energy. Traditional business strongholds
will make way for new geographies, there would be new customers and
more and more of SMEs will go for IT application and services.
SMAC based technology platform is expected to fuel growth of the IT and
ITeS industry. SMAC based integrated offerings is expected to change
the way companies do business in the near future. Increasing number of
companies is exploring innovative methods to attract customers and
allocate & manage resources by employing SMAC based platforms. In the
near-term, it is expected to emerge as the major growth driver of the
entire IT and ITeS industry, as foreign firms are expected to increase
their budget on outsourcing of SMAC based software and services. This
represents an attractive opportunity for India IT vendors. As per
Nasscom, the combined potential of SMAC based technologies is estimated
to be between US$ 70 billion to US$ 200 billion over the next three
years.
Indian IT vendors are increasingly looking for innovation in the
engagement and pricing model to establish their distinct value
proposition. The transforming business scenario has led to a shift from
initial FTE (Full-Time employee requirement) to fixed price or
subscription based pricing models and now towards non-linear models
such as hybrid based, gain-share, transaction based, outcome based and
pay-per use models. In the near future, the industry is expected to
witness increased acceptance of these new-age pricing and business
models, which are customized as per client''s needs and help in
controlling cost and leveraging the benefits of resource pooling.
Our Company is growing, regardless of immense competition and swift
changes in global IT Industry, by providing quality and value added
services to the clients. Currently it is providing customized and
varied services to its clients through its centers of excellence at
both India and USA.
Changes & Developments during the year and thereafter:
Opening of the Branch office in USA:
The Company is pleased to announce that a branch office was
incorporated under the name "CES Limited LLC" in Detroit, USA to spread
its business. This branch is going to increase the customer base of the
Company and make the marketing, distribution and delivery of its
products and easier and more effective. This branch of the Company will
bring its product closer to the customers by increasing their
accessibility to it.
Purchase of Property at Ramky Selenium, Gachibowli, Hyderabad:
The Company is pleased announce that it has purchased a property of
24,550 Square Feet at 7th Floor, Ramky Selenium, Nanakramaguda,
Gachibowli, Hyderabad - 08 from Shriram Ventures Limited, Chennai. This
property is located in the Financial District, Hyderabad, which is the
new landmark for the back-office operations of banking, insurance and
financial institutions. The first phase of financial district is home
to TSI Business parks, IT/ITES special economic zones, Tishman
Speyer''s, Waverock Building, which houses multinational conglomerates
like Accenture, TCS, and Dupont. US Consulate has also has been
allotted the land in the Financial District for the construction of a
permanent building. Company is setting up, meeting the global IT and
BPO Standards, a world-class infrastructure facility with 100% power
backup. The premises is inclusive of a fully equipped cafeteria, a
recreation, training and development rooms to up skill the teams
within. The Centre (BDC) will have bandwidth available through secure
and redundant network connectivity. Site security is further ensured by
both digital means and 24 x 7 x 365 physical security.
Investment in CES Information Technologies Pvt Ltd:
The Company as part of its strategic expansion plans has acquired the
majority of the shares of "CES Information Technologies Pvt Ltd
(Formerly known as Decatrend Enterprise Solutions Pvt Limited). CES IT
is an information technology consulting company, which helps its
customers with IT Solutions, Services and streamlining their business
processes. CES IT caters to the business needs of its clients with
mobile solutions across various platforms like Android, iOS and
Windows.
Consolidation of Financials
Pursuant to Clause 41(I) e of Listing Agreement, Company shall
mandatory consolidate Annual financials with its Subsidiary Company,
Balance sheet & Profit & loss prepared in consolidated Form. The
Company has adopted consolidated financial reporting from September
2014 quarter.
Upcoming Financial year to Nine Months i.e. 31st March 2015:
Pursuant section 2(41) of Companies Act 2013, every company has to
align its financials as 31 march for year ending within period of two
years from date of applicability of this section, therefore the
Financial year ending for 2014-15 of the Company will be 31st march,
2015.
Status of Warrants allotted
Pursuant to the sanctioned Scheme of Arrangement, between CES Private
Limited (Transferor Company) and CES Limited (Formerly known as Serve
All Enterprise Solutions Ltd) (Transferee Company), the Company issued
& allotted 87,00,000 warrants to be converted into fully paid equity
shares of Rs 10/- each with in a period of 18 months from the date of
allotment i.e. 4th March 2013, to the shareholders of CES Private
Limited. And the Company has not received any request for the
conversion of these warrants to equity shares within the previously
mentioned period, hence the warrants lapsed on 4th September 2014. This
was intimated to the Stock Exchanges where the equity shares of the
Company were listed.
HUMAN RESOURCES & INDUSTRIAL RELATIONS
At CES, human capital has always been the most valuable asset of the
Company. Our employees represent the backbone of the corporate success.
The Company provides its employees a transparent and level playing work
environment that fosters the culture of collaborative working,
meritocracy and on-the-job career progression.
INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY
The Company has in place adequate systems of internal control
commensurate with its size and the nature of its operations. These have
been designed to provide reasonable assurance with regard to recording
and providing reliable financial and operational information, complying
with applicable statutes, safeguarding assets from unauthorized use or
losses and ensuring compliance of corporate policies. Also, the Company
reviews, from time-to-time, the adequacy of internal control checks in
the system and covers all significant areas of the Company''s operations
such as software delivery,accounting and finance, procurement, employee
engagement and IT processes in the Company.
The Company is pleased to announce that it has successfully achieved
the Industry level best practices compliance certifications like
* ISO 9001: 2008 for Quality Management Systems
* ISO 27001 for Information Security and Data Privacy Systems
* SOC-Type-1 (Statement of Controls)
The Company has also kicked off the achievement process for the other
prestigious certifications like CMMi-SVC and SOC-Type-II (Statement of
Controls), to maintain the higher Quality and IT Security standards of
the industry.
ADDITIONAL INFORMATION AS REQUIRED U/S 217(1) (e) OF THE COMPANIES ACT,
1956
(a) Conservation of Energy:
This year we devoted considerable attention on methods and approaches
to conserve power. Significant steps taken in this regard include the
following:-
* Turning off monitors during week ends.
* Hibernation of Desktops & notebook computers when not in use.
* Turning off lights in all floors when not working.
* Turning off the Air Conditioners during non peak hours and on
weekends.
(b) (i) Technology Absorption, adaptation and innovation:-
As you would appreciate, technology is witnessing rapid change. Since
our customers expect us to lead them through such change, we
proactively & continuously invest in developing technology building
blocks and solution frameworks which add value to our customers''
business. Company uses a multi-pronged strategy for developing
technology assets and to promote innovation. These technology
initiatives are driven by each business unit based on the trends they
see in their respective markets. These efforts help us in two ways (i)
gain our customers'' trust & confidence; and (ii) attract & retain key
talent who see the Company as a more exciting place to work in.
(ii) Research and Development (R & D):
Your company carries out various research and development initiatives
to address different market segments.
PARTICULARS OF EMPLOYEES
In pursuance of the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of Employees) Rules 1975, the
Directors hereby report that there was an employee in receipt of
remuneration of Rs. 5,08,333/- per month and was employed from
04.12.2013 to 30.06.2014 and was designated as Project Manager.
S. Name of the Remuneration Whether any director is a relative-
No. employee & (duration) y/n along with name of the director
position
1. Gaurav Jaju 5,08,333/- No.
BOARD OF DIRECTORS
Mr. Ram Rao Kancharla (00028434) retires by rotation at the ensuing
annual general meeting and being eligible offers himself for
re-appointment.
DECLARATION ON CODE OF CONDUCT
Pursuant to provisions of Clause 49 (I) (D) (ii) of the Listing
Agreement, that all the members of the Board and the Senior Management
Personnel of the Company have affirmed compliance with the Code of
Conduct of the Company.
STATUTORY AUDITORS
M/s. P. Murali & Co., Chartered Accountants, Statutory Auditors of the
Company retire at the conclusion of the ensuing Annual General Meeting
and being eligible, offer themselves for reappointment. M/s. P. Murali
& Co., Chartered Accountants have furnished a certificate of their
eligibility u/s 141 of the Companies Act, 2013. The Board recommended
to the members to reappoint the auditors for a period of 3 years and
authorized the Board of Directors of the Company to fix their
remuneration.
FIXED DEPOSITS
The Company has not accepted any public deposits and, as such no amount
on account of principal or interest on public deposits was outstanding
on the date of the Balance Sheet.
SUBSIDIARIES:
CES USA Inc.
The Turnover from the operations of CES USA Inc for the financial Year
ending 31st March, 2014 was $ 11.86 Million of USD and Net Profit was $
5098 USD.
SUBSIDIARIES:
CES USA Inc.
The Turnover from the operations of CES USA Inc for the financial Year
ending 31st March, 2014 was $ 11.86 Million of USD and Net Profit was $
5098 USD.
CES Information Technologies Private Limited.
The Turnover from the operations of CES Information Technologies
Private Limited for the financial Year ending 31st March, 2014 was Rs.
73.05 Lakhs and Net Profit/Loss was Rs (101.61) Lakhs.
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm that:
i) In the preparation of the Annual Accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
ii) 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 sate of affairs
of the Company at the end of the financial year and/of the Profit or
Loss of the Company for that period;
iii) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act, for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
iv) the Directors had prepared the annual accounts on a going concern
basis.
STATEMENT PURSUANT TO LISTING AGREEMENT
The Company''s Equity shares are listed at
1. Bombay Stock Exchange Limited, Mumbai.
2. Ahmadabad Stock Exchange Limited, Ahmadabad.
The Company has paid the Annual Listing Fees to the above Stock
Exchanges.
PERSONNEL
Employees are intellectual asset of our Company and management has
taken utmost care for contentment of employees. It takes suggestions,
views and understand technicalities faced by them and accordingly
train, nurture mark them for upcoming challenges. On the other end
management has good liaison with employees. The management from time to
time take feedbacks from employees and considering consensus issues
address accordingly.
ACKNOWLEDGEMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co-operation received from central and state
governments, financial institutions, banks, government authorities,
customers, suppliers and investors during the year under review. Your
Directors wish to place on record their deep sense of appreciation, of
the dedicated and sincere services rendered by the employees of the
Company for its success.
For CES LIMITED
(Formerly known as Serve All Enterprise Solutions Ltd)
Sd/- Sd/-
MOHANA RAO KANCHARLA SRINIVASA CHAKRAVARTI YALAMATI
DIRECTOR (00004288) DIRECTOR (00052308)
PLACE: HYDERABAD
DATE : 06/12/2014
Jun 30, 2013
The Directors have pleasure in presenting the 28thAnnual Report of the
Company together with the Audited Accounts for the year ended on 30th
June 2013(01.07.2012 to 30.06.2013).
FINANCIAL RESULTS
2012-2013* 2011-2012**
Rs. Rs.
Net Revenue 275,740,582 164,775,757
Profit Before Depreciation 56,627,115 36,198,100
Depreciation 3,632,160 3,471,513
Profit Before Taxation 52,994,955 32,726,586
Provision for Taxation 8,672,907 6,161,185
Profit after Taxation 44,322,047 26,565,401
Brought Forward Profit/(Loss) 51,030,415 24,465,013
Balance carried to Balance Sheet 95,352,462 51,030,415
* FY 2012-13 figures are pertaining to Post Scheme of Amalgamation with
Departed Technologies Pvt Ltd. ** FY 2011-12 figures are pertaining to
Post Scheme of Arrangement with CES Pvt Ltd.
BUSINESS PERFORMANCE OF THE COMPANY
Our revenue increased to Rs. 275.74 million from Rs. 164.77million from
the previous year, Also, our Profit After Tax (PAT) increased to Rs.
443.22 million from Rs. 265.65million from the previous year.
DECLARATION OF DIVIDEND
There was no dividend declared for the Current Year.
PROSPECTUS & OUTLOOK
The IT& ITeS industry in India has today become a growth engine for the
economy, contributing substantially to increases in the GDP, urban
employment and exports, to achieve the vision of a powerful and
resilient India.
FY2012 is a landmark year  while the Indian IT-BPO industry weathered
uncertainties in the global business environment, this is also the year
when the industry is set to reach a significant milestone  aggregate
revenue for FY2012 is expected to cross USD 100 billion. Aggregate IT
software and services revenue (excluding hardware) is estimated at USD
88 billion and are expected to grow by 12-14 per cent in FY14and to
touch US$ 225 billion by 2020.
India''s total IT industry''s (including hardware) share in the global
market stands at 7 per cent; in the IT segment the share is 4 per cent
while in the ITeS space the share is 2 per cent. The industry is
dominated by large integrated players consisting of both Indian and
international service providers. During the year, the share of Indian
providers went up to 65 per cent-70 per cent due to the emerging trend
of monetisation of captives.
IT spending in India is projected to reach US$ 71.5 billion in 2013, an
increase of 7.7 per cent as compared to US$ 66.4 billion projected for
2012, as per a report by Gartner.
The industry continues to be a net employment generator - expected to
add 230,000 jobs in FY2014, thus providing direct employment to about
2.8 million, and indirectly employing 8.9 million people.
Road Ahead
As IT is increasingly gaining traction in small and medium business
activities, the sector offers impressive growth opportunities and is
estimated at approximately US$ 230 billionÂUS$ 250 billion by 2020. In
a bid to reduce cost, governments across the world are exploring
outsourcing and global sourcing options.
Digitisation of content and increased connectivity is leading to a rise
in IT adoption by media. Emerging technologies present an entire new
gamut of opportunities for IT firms in India. Social, mobility,
analytics and cloud (SMAC) provide US$ 1 trillion opportunity. Cloud
represents the largest opportunity under SMAC, increasing at a CAGR of
approximately 30 per cent to around US$ 650 billionÂUS$ 700 billion by
2020. Social media is the second most lucrative segment for IT firms,
offering a US$ 250 billion market opportunity by 2020 and also
technologies, such as telemedicine, Health, remote monitoring
solutions and clinical information systems, would also continue to
boost demand for IT service across the globe. IT sophistication in the
utilities segment and the need for standardisation of the process are
expected to drive demand.
While India still remains as the preferred destination for outsourcing
activities, many other countries have started providing similar type of
services and are fast emerging as competitive locations. The
competition from countries such as China, Philippines, Vietnam, Poland,
Hungary, Mexico, Brazil, and Egypt poses a great challenge for India.
Currently India accounts for 20-25% of R&D off shoring whereas China is
behind with 15-20% market share. Thus the Indian ITeS-BPO sector needs
to make extra endeavor to remain competitive in terms of cost
efficiency measures and scalability of various high end services to
handle competition.
Our Company is likely to continue growing from strength to strength, as
we incorporate best in class practices from global counterparts whilst
retaining the edge in terms of lower cost of labor and with its
multiple initiatives to maintain profitability and be ready for new
opportunities. In coming years, our Company will accomplish satisfactory
growth in revenue as well as profits.
SCHEME OF AMALGAMATION
The Company is pleased to inform that the Scheme of Amalgamation
between CES Limited(Firmly known as Serve All Enterprise Solutions
Limited) (Transferee Company) and Departed Technologies Private
Limited (Transferor Company), Transferor Company Petition No: 182 of
2013 connected with Company Application No:815 of 2013 as per the
Companies Act, 1956 (1 of 1956) Under Sections 391 and 394 before the
Hon''ble High Court at Andhra Pradesh is approved as per orders dated
04th November 2013, hence the Scheme of Amalgamation between M/s. CES
Limited (Firmly known as Serve All Enterprise Solutions Limited) and
M/s. Departed Technologies Pvt Limited was considered.
Considering the Hon''ble High Court of Andhra Pradesh orders dated 04th
November 2013 on the Scheme of Amalgamation between Departed
Technologies Pvt Ltd and CES Limited (Frmly known as Serve All
Enterprise Solutions Limited), the effect of transfer of loans,
advances and assets& liabilities has been given effect in the books of
account of CES Limited.
Changes & Developments during the year and thereafter
The Scheme of Amalgamation between Departed Technologies Pvt Limited
(Transferor Company) and CES Limited (Transferee Company)(Frmly known
as Serve All Enterprise Solutions Limited) was sanctioned by the
Hon''ble High Court of Andhra Pradesh through its Order Dated 08th
November 2013, which came into effective from the appointed date i.e
1stApril 2012.
Equity Share Capital:
As per the sanctioned Scheme of Amalgamation, The Authorized Capital of
Departed Technologies Pvt Ltd (Transferor Company) will get merged
with that of CES Limited (Transferee Company) (Firmly known as Serve All
Enterprise Solutions Limited) without payment of additional fees and
duties as the said fees have already been paid and the Authorised
Capital of the Transferee Company will be increased to that effect. And
accordingly, the authorized share capital of the Company rose from
Rs20, 00, 00000(rupees twenty crores) to Rs20,10, 0000 (rupees twenty
crores ten lakhs).
Listing of Equity Shares
As per the sanctioned Scheme of Arrangement, between CES Pvt Ltd
(Transferor Company) and CES Limited (Firmly known as Serve All Enterprise
Solutions Ltd) (Transferee Company), the Company has allotted 3, 00,000
(Three Lakhs) fully paid up equity shares of face value of Rs. 10/- each
to the shareholders of CES Pvt Ltd (Transferor Company) and the
allotted 3, 00,000 (three lakhs) shares were listed with BSE on 04th
June, 2013 and trading permission was accorded on 02nd July 2013.
Status of Warrants allotted
Pursuant to the sanctioned Scheme of Arrangement, between CES Pvt Ltd
(Transferor Company) and CES Limited (Firmly knwn as Serve All
Enterprise Solutions Ltd) (Transferee Company), the Company issued &
allotted 87,00,000 warrants to be converted into fully paid equity
shares of Rs 10/- each with in a period of 18 months from the date of
allotment i.e. 4th March 2013, to the shareholders of CES Pvt Ltd and
the Company has not received any request for conversion of warrants to
equity shares.
HUMAN RESOURCES & INDUSTRIAL RELATIONS
At CES, human capital has always been the most valuable asset of the
Company. Our employee represents the backbone of the corporate success.
The Company provides its employees with a professionally rewarding and
enriching work management system that focuses on employee development,
measuring the key result areas, competencies and training needs. The
Company provides its employees a transparent and level playing work
environment that fosters the culture of collaborative working,
meritocracy and on-the-job career progression.
INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY
The Company has in place adequate systems of internal control
commensurate with its size and the nature of its operations. These have
been designed to provide reasonable assurance with regard to recording
and providing reliable financial and operational information, complying
with applicable statutes, safeguarding assets from unauthorized use or
losses and ensuring compliance of corporate policies. Also, the Company
reviews, from time-to-time, the adequacy of internal control checks in
the system and covers all significant areas of the Company''s operations
such as software delivery, accounting and finance, procurement, employee
engagement and IT processes in the Company.
The Company has kicked off the achievement process for the prestigious
certifications like
- ISO 9001
- CMMi ÂSVC
- ISO 27001
To maintain Quality and IT Security standards in the industry, this
would add value to our customers and help us to regain their trust &
confidence.
ADDITIONAL INFORMATION AS REQUIRED U/S 217(1)(e) OF THE COMPANIES ACT,
1956
(a) Conservation of Energy:
This year we devoted considerable attention on methods and approaches
to conserve power. Significant steps taken in this regard include the
following:- · Turning off monitors during week ends
- Hibernation of Desktops & notebook computers when not in use
- Turning off lights in all floors when minds not working
- Turning off the Air Conditioners during non peak hours and on
weekends.
(b) (i) Technology Absorption, adaptation and innovation:-
As you would appreciate, technology is witnessing rapid change. Since
our customers expect us to lead them through such change, we
proactively & continuously invest in developing technology building
blocks and solution frameworks which add value to our customers''
business. Company uses a multi-pronged strategy for developing
technology assets and to promote innovation. These technology
initiatives are driven by each business unit based on the trends they
see in their respective markets. These efforts help us in two ways (i)
gain our customers'' trust & confidence; and (ii) attract & retain key
talent who see the Company as a more exciting place to work in.
(ii) Research and Development (R & D):
Your company carries out various research and development initiatives
to address different market segments.
PARTICULARS OF EMPLOYEES
In pursuance of the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of Employees) Rules 1975, the
Directors are to report that no employee was in receipt of remuneration
of Rs.60,00,000/- or more per annum or Rs.5,00,000/- or more per month
where employed for a part of the year.
BOARD OF DIRECTORS
Mr. Venkat Davarapalli retires by rotation at the ensuing annual
general meeting and being eligible offer himself for re-appointment.
DECLARATION ON CODE OF CONDUCT
Pursuant to provisions of Clause 49 (I) (D) (ii) of the Listing
Agreement, that all the members of the Board and the Senior Management
Personnel of the Company have affirmed compliance with the Code of
Conduct of the Company.
STATUTORY AUDITORS
M/s. P. Murali & Co., Chartered Accountants, Statutory Auditors of the
Company retire at the conclusion of the ensuing Annual General Meeting
and being eligible, offer themselves for reappointment. M/s. P.Murali &
Co., Chartered Accountants have furnished a certificate of their
eligibility u/s 224(1B) of the Companies Act, 1956. The Board
recommended to the members to reappoint the auditors and authorize the
Board of Directors of the Company to fix their remuneration.
FIXED DEPOSITS
The Company has not accepted any public deposits and, as such no amount
on account of principal or interest on public deposits was outstanding
on the date of the Balance Sheet.
SUBSIDIARIES:
CES USA Inc.
The Turnover from the operations of CES USA Inc for the Financial Year
ending 31st March, 2013 was 3337.89 thousands of USD and Net Profit was
9.60 thousands of USD.
The Ministry of Corporate Affairs, Government of India, has granted a
general exemption under section 212(8) of the Companies Act, 1956 from
the requirement to attach detailed financial statements of each
subsidiary. In compliance with the exemption granted, we have annexed a
detailed statement on our subsidiaries to the Directors report.
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm that:
i) in the preparation of the Annual Accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
ii) 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 or
Loss of the Company for that period;
iii) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act, for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
iv) the Directors had prepared the annual accounts on a going concern
basis.
STATEMENT PURSUANT TO LISTING AGREEMENT
The Company''s Equity shares are listed at
1. Bombay Stock Exchange Limited, Mumbai
2. Ahmadabad Stock Exchange Limited, Ahmadabad.
The Company has paid the Annual Listing Fees to the above Stock
Exchanges.
PERSONNEL
The relations between the management and the staff were very cordial
throughout this year. Your Directors take this opportunity to record
their appreciation for the co-operation and loyal services rendered by
the employees.
ACKNOWLEDGEMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co- operation received from central and state
governments, financial institutions, banks, government authorities,
customers, suppliers and investors during the year under review. Your
Directors wish to place on record their deep sense of appreciation, of
the dedicated and sincere services rendered by the employees of the
Company for its success.
For CES LIMITED
MOHANA RAO KANCHARLA SRINIVASA CHAKRAVARTI YALAMATI
DIRECTOR DIRECTOR
PLACE : HYDERABAD
DATE : 09/12/2013
Jun 30, 2012
To The Members of M/s. SERVE ALL ENTERPRISE SOLUTIONS LIMITED
The Directors have pleasure in presenting the 27thAnnual Report of the
Company together with the Audited Accounts for the year ended on 30th
June 2012 (01.07.2011 to 30.06.2012).
FINANCIAL RESULTS 2011-2012 2010-2011*
Rs. Rs.
Net Revenue 139,713,689 125,562,393
Profit Before Depreciation 28,277,504 29,786,955
Depreciation 2,749,465 6,038,344
Profit Before Taxation 25,528,039 23,748,611
Provision for Taxation 4,084,225 3,885,688
Profit after Taxation 21,443,814 19,862,923
Brought Forward Profit/(Loss) 27,095,187 7,232,264
Balance carried to Balance Sheet 48,539,002 27,095,187
*FY 2010-11 financials are regrouped as per the revised Sch VI format.
FY 2010-11 figures are pertaining to Post Scheme of Arrangement. The
merger is effective w.e.f. 01.06.2010.
BUSINESS PERFORMANCE OF THE COMPANY
Our revenue increased to Rs. 139.71million from Rs. 125.56 million from
the previous year, Also, our Profit After Tax (PAT) increased to Rs.
214.43 million from Rs. 198.62 million from the previous year.
DECLARATION OF DIVIDEND
There was no dividend declared for the Current Year.
PROSPECTUS & OUTLOOK
IT/ITeS industry has been one of the key driving forces fuelling
India''s economic growth. As a proportion of national GDP, IT/ITeS
sector''s contribution has risen from 1.2% in 1997-98 to an estimated
7.5% in 2011-12.
As per NASSCOM estimates, IT/ITeS sector (excluding hardware) revenues
are estimated at US$ 87.6 billion in FY 2011-12. The sector is expected
to grow by 19% during FY 2012-13.
IT/ITeS sector has also created tremendous entrepreneurial and job
opportunities, generating direct and indirect employment of nearly 2.8
million and around 8.9 million respectively. Estimates reflect the
growth to be more than 14 million (directly and indirectly) by 2015 and
around 30 million by 2030.
India accounts for less than 5 per cent of global technology spending -
tremendous untapped potential for growth of Indian IT-BPO sector, in
both core as well as emerging opportunities. To achieve growth, the
sector has to continue to re-invent itself - through new business
models, global delivery, partnerships and transformative focus.
Prevailing global megatrends presents new opportunities and risks for
the industry, which will shape the technology industry landscape IT-BPO
sector will need to build on its strengths and address challenges
around competition, talent, security and business environment.
Road Ahead
India will be uniquely positioned to sustain its global leadership
position, grow its offshore IT- ITES industries at an annual rate of
24% to 25%, sustain nearly 10 m jobs, and generate export revenues of
more than US$ 100bn by FY12-13 (as per NASSCOM estimates).
Strong economic growth, rapid advancement in technology infrastructure,
increasingly competitive Indian organisations, enhanced focus by the
government and emergence of business models that help provide IT to new
customer segments are the key drivers for increased technology adoption
in India.
The Companies to increase operational efficiencies have to reinvent and
embrace new business models which will offer customers a transformed
business proposition. For example, based on the customer requirement
shift to transaction-based pricing which facilitates revenue-generating
projects. Our Company is likely to continue growing from strength to
strength, as we incorporate best in class practices from global
counterparts whilst retaining the edge in terms of lower cost of labor
and with its multiple initiatives to maintain profitability and be
ready for new opportunities.In coming years, our Company will
accomplish satisfactory growth in revenue as well as profits.
SCHEME OF ARRANGEMENT
The Company is pleased to inform that the Company Petition No: 215 of
2011 connected with Company Application No:1524 of 2011 as per the
Companies Act, 1956 (1 of 1956) Under Sections 391 and 394 before the
Hon''ble High Court at Andhra Pradesh is approved as per orders dated
21st January 2013, hence the Scheme of Arrangement between M/s. CES
Private Limited and M/s. Serve All Enterprise Solutions Limited and
their Respective Share Holders was considered and new shares and
warrants were allotted per Scheme of Arrangement.
Considering the Hon''ble High Court of Andhra Pradesh orders dated 21st
January 2013 on the Scheme of Arrangement between CES Pvt Ltd and Serve
All Enterprise Solutions Limited and their respective shareholders, the
effect of transfer of certain investments, loans, advances and assets
has been given effect in the books of account of Serve All Enterprise
Solutions Limited.
Changes & Developments during the year and thereafter
The Scheme of Arrangement between Serve All Enterprise Solutions
Limited (Transferee Company) and CES Private Limited (Transferor
Company) and their respective shareholders was sanctioned by the
Hon''ble High Court of Andhra Pradesh through its Order Dated 21st
January 2013, which came into effective from the appointed date i.e 1st
June 2010.
Expansion of the operations
During the year as a part of its expansion plans the Company has
expanded its operations and expanded to two new centers at Hyderabad.
Equity Share Capital:
As per the sanctioned Scheme of Arrangement, Serve All Enterprise
Solutions Ltd (Transferee Company) in its Board Meeting held on 4th
March 2013, has allotted one fully paid up equity share of face value
of Rs. 10/- and 29 warrants to be converted into equity shares of Rs.
10/- each for every 20 fully paid up equity shares of Rs. 10/- each to
the shareholders of CES Pvt Ltd (Transferor Company) , on the record
date, in proportion to post reduction shares of transferor company (CES
Private Limited). And accordingly, the paid-up share capital of the
Company rose from Rs 1, 00, 00000 (rupees one crore) to Rs 13,000,000
(rupees one crore thirty lakhs).
(Pursuant to the Court Orders of Honorable High Court of Andhra
Pradesh, Hyderabad the Company issued & allotted 87,00,000 warrants to
be converted into fully paid equity shares of Rs 10/- each with in a
period of 18 months)
HUMAN RESOURCES & INDUSTRIAL RELATIONS
At Serve All, human capital has always been the most valuable asset of
the Company. Our employee represents the backbone of the corporate
success. The Company provides its employees with a professionally
rewarding and enriching work management system that focuses on employee
development, measuring the key result areas, competencies and training
needs. The Company provides its employees a transparent and level
playing work environment that fosters the culture of collaborative
working, meritocracy and on-the-job career progression.
INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY
The Company has in place adequate systems of internal control
commensurate with its size and the nature of its operations. These have
been designed to provide reasonable assurance with regard to recording
and providing reliable financial and operational information, complying
with applicable statutes, safeguarding assets from unauthorized use or
losses and ensuring compliance of corporate policies. Also, the Company
reviews, from time-to-time, the adequacy of internal control checks in
the system and covers all significant areas of the Company''s operations
such as software delivery,accounting and finance, procurement, employee
engagement and IT processes in the Company.
The Company has kicked off the achievement process for the prestigious
certifications like
- ISO 9001
- CMMI -SVC
- ISO 27001
To maintain Quality and IT Security standards in the industry, this
would add value to our customers and help us to regain their trust &
confidence.
ADDITIONAL INFORMATION AS REQUIRED U/S 217(1)(e) OF THE COMPANIES ACT,
1956
(a) Conservation of Energy:
This year we devoted considerable attention on methods and approaches
to conserve power. Significant steps taken in this regard include the
following:-
- Turning off monitors during week ends
- Hibernation of Desktops & notebook computers when not in use
- Turning off lights in all floors when minds not working
- Turning off the Air Conditioners during non peak hours and on
weekends.
(b) (i) Technology Absorption, adaptation and innovation:-
As you would appreciate, technology is witnessing rapid change. Since
our customers expect us to lead them through such change, we
proactively & continuously invest in developing technology building
blocks and solution frameworks which add value to our customers''
business. Company uses a multi-pronged strategy for developing
technology assets and to promote innovation. These technology
initiatives are driven by each business unit based on the trends they
see in their respective markets. These efforts help us in two ways (i)
gain our customers'' trust & confidence; and (ii) attract & retain key
talent who see the Company as a more exciting place to work in.
(ii) Research and Development (R & D):
Your company carries out various research and development initiatives
to address different market segments.
(b) Foreign Exchange Earnings and Outgo -
(In Rupees)
30.6.2012 30.6.2011
Foreign Exchange Earnings 134,389,563 107,124,139
Foreign exchange out go 1,577,860 1,833,799/-
PARTICULARS OF EMPLOYEES
In pursuance of the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of Employees) Rules 1975, the
Directors are to report that no employee was in receipt of remuneration
of Rs.60,00,000/- or more per annum or Rs.5,00,000/- or more per month
where employed for a part of the year.
BOARD OF DIRECTORS
Mr. Ram Kancharla retires by rotation at the ensuing annual general
meeting and being eligible offer himself for re-appointment.
DECLARATION ON CODE OF CONDUCT
Pursuant to provisions of Clause 49 (I) (D) (ii) of the Listing
Agreement, that all the members of the Board and the Senior Management
Personnel of the Company have affirmed compliance with the Code of
Conduct of the Company.
STATUTORY AUDITORS
M/s. P. Murali & Co., Chartered Accountants, Statutory Auditors of the
Company retire at the conclusion of the ensuing Annual General Meeting
and being eligible, offer themselves for reappointment. M/s. P.Murali &
Co., Chartered Accountants have furnished a certificate of their
eligibility u/s 224(1B) of the Companies Act, 1956. The Board
recommended to the members to reappoint the auditors and authorize the
Board of Directors of the Company to fix their remuneration.
FIXED DEPOSITS
The Company has not accepted any public deposits and, as such no amount
on account of principal or interest on public deposits was outstanding
on the date of the Balance Sheet.
SUBSIDIARIES: CES USA Inc.
The Turnover from the operations of CES USA Inc for the Financial Year
ending 31st March, 2012 was 11,168 thousands of USD and Net Profit was
51 thousands of USD.
Decatrend Technologies Private Limited:
Decatrend Technologies Private Limited has registered Net Sales/Income
from Operations of Rs: 994.59 Lakhs and Posted a Net Profit after
taxation of Rs: 275.17 Lakhs for the Financial Year Ended 31st of March
2012.
The Ministry of Corporate Affairs, Government of India, has granted a
general exemption under section 212(8) of the Companies Act, 1956 from
the requirement to attach detailed financial statements of each
subsidiary. In compliance with the exemption granted, we have annexed a
detailed statement on our subsidiaries to the Directors report.
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm that:
i) in the preparation of the Annual Accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
ii) 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 sate of affairs
of the Company at the end of the financial year and/ of the Profit or
Loss of the Company for that period;
iii) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act, for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
iv) the Directors had prepared the annual accounts on a going concern
basis.
STATEMENT PURSUANT TO LISTING AGREEMENT
The company''s Equity shares are listed at
1. Bombay Stock Exchange Limited, Mumbai
2. Ahmadabad Stock Exchange Limited, Ahmadabad.
The Company has paid the Annual Listing Fees to the above Stock
Exchanges.
PERSONNEL
The relations between the management and the staff were very cordial
throughout this year. Your Directors take this opportunity to record
their appreciation for the co-operation and loyal services rendered by
the employees.
ACKNOWLEDGEMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co- operation received from central and state
governments, financial institutions, banks, government authorities,
customers, suppliers and investors during the year under review. Your
Directors wish to place on record their deep sense of appreciation, of
the dedicated and sincere services rendered by the employees of the
Company for its success.
for SERVE ALL ENTERPRISE SOLUTIONS LIMITED
MOHANA RAO KANCHARLA SRINIVASA CHAKRAVARTI YALAMATI
DIRECTOR DIRECTOR
PLACE : HYDERABAD
DATE : 06/03/2013
Jun 30, 2011
To The Members of M/s. SERVE ALL ENTERPRISE SOLUTIONS LIMITED
The Directors have pleasure in presenting the 26th Annual Report of the
Company together with the Audited Accounts for the year ended on 30th
June 2011 (01.07.2010 to 30.06.2011).
FINANCIAL RESULTS
2010-2011 2009-2010
Rs. Rs
Net Revenue 97,668,528 70,206,464
Profit Before Depreciation 14,312,814 6,452,053
Depreciation : 623,793 493,499
Profit Before Taxation ; 13,689,021 5,958,554
Provision for Taxation 3,641,901 1,411,135
Profit after Taxation 10,047,120 4,547,419
Brought Forward Loss 6,230,522 1,683,103
Balance carried to Balance Sheet 16,277,642 6,230,522
BUSINESS PERFORMANCE OF THE COMPANY
Our revenue increased to Rs.97.67 million from Rs.70.21 million from
the previous year, at a growth rate of 39%. Also, our Profit After Tax
(PAT) increased to Rs.10.05 million from Rs.4.55 million from the
previous year. And, our Earnings Per Share (EPS) increased to Rs.10.05
from Rs.4.55, an increase of 121 %.
PROSPECTUS & OUTLOOK
The Indian information technology (IT) industry has played a key role
in putting India on the global map. The IT-BPO sector has become one of
the most significant growth catalysts for the Indian economy. In
addition to fuelling India's economy, this industry is also positively
influencing the lives of its people through an active direct and
indirect contribution to various socio-economic parameters such as
employment, standard of living and diversity. The industry has played a
significant role in transforming India's image from a slow moving
bureaucratic economy to a land of innovative entrepreneurs and a global
player in providing world class technology solutions and business
services
Post the global economic slowdown, the Indian IT-BPO industry has come
across as a more mature, diversified sector. The revenue statistics for
the year 2010-11 reflect the industry's gritty side and its ability to
successfully weather storms and global market volatility.
According to NASSCOM, the Indian IT - BPO industry registered a growth
of 19.2 per cent in F Y 2011. Exports are estimated to grow by about
18.5 per cent in F Y 2011 and reach USD 59 Billion while the domestic
segment (including hardware), grew by 21 per cent in F Y 2011, to reach
USD 28.8 Billion.
India is a preferred destination for companies looking to offshore
their IT and back-office functions. It also retains its low-cost
advantage and is a financially attractive location when viewed in
combination with the business environment it offers and the
availability of skilled people.
Road Ahead
The Indian information technology sector continues to be one of the
sunshine sectors of the Indian economy showing rapid growth and
promise.
According to a report prepared for NASSCOM, The workforce in Indian IT
industry will touch 30 million by 2020, and the exports component of
the Indian industry is expected to reach US$ 175 billion in revenue by
2020. The domestic component will contribute US$ 50 billion in revenue
by 2020. Together, the IT sector is poised to become a US$ 225 billion
industry by 2020, as new opportunities emerge in areas such as public
sector and healthcare and as geographies including Brazil, Russia,
China and Japan opt for greater outsourcing.
Strong economic growth, rapid advancement in technology infrastructure,
increasingly competitive Indian organisations, enhanced focus by the
government and emergence of business models that help provide IT to new
customer segments are the key drivers for increased technology adoption
in India
The Company is likely to continue growing from strength to strength, as
we incorporate best in class practices from global counterparts whilst
retaining the edge in terms of lower cost of labor and with its
multiple initiatives to maintain profitability and be ready for new
opportunities. In coming years, our Company will accomplish
satisfactory growth in Revenue as well as Profits,
SCHEME OF ARRANGEMENT
M/s. CES Private Limited (Formerly known as Computes Enterprise
Solutions Private Limited) was incorporated in the year 2001. The
company is a leading IT services and software development firm
providing the highest quality IT services and solutions at low cost to
broad array of public and private sector clients around the world. CES
including its investments by way of shares in other bodies corporate
other than the customized software development business were proposed
to be transferred to and vested in SERVE ALL ENTERPRISE SOLUTIONS
LIMITED on a going concern basis with effect from 1st July, 2010
SERVE ALL ENTERPRISE SOLUTIONS LIMITED has received the in principle
approval for the scheme of arrangement, from Bombay Stock Exchange on
20th May 2011.
In terms of the Scheme of Arrangement between M/s. CES Private Limited
and M/s. Serve All Enterprise Solutions Limited and their Respective
Share Holders, the Company submitted COMPANY PETITION NO. 215 OF 2011
CONNECTED WITH COMPANY APPLICATION NO. 1524 OF 2011 as per the
Companies Act, 1956 (1 of 1956) Under Sections 391 and 394 before the -
Hon'ble High Court at Andhra Pradesh.
The Scheme was approved by the shareholders of the Company (Serve All
Enterprise Solutions Limited) in the Extra Ordinary General Meeting
held on 5th November, 2011 which was convened by Holler High Court of
Andhra Pradesh.
In this connection the company applied for extension of Annual General
Meeting which was approved by Registrar of Companies, Andhra Pradesh
till 31st March 2012 vide their letter date 7th December 2011. Due to
pending approval of the Hostile High Court of Andhra Pradesh, the Board
of Directors decided to proceed as per the records.
Pending approval of the Hon'ble High Court of Andhra Pradesh, the
effect of transfer of certain investments, loans, advances and assets
has not been given effect in the books of account of Serve All
Enterprise Solutions Limited.
HUMAN RESOURCES & INDUSTRIAL RELATIONS
At Serve All, human capital has always been the most valuable asset of
the company. Our employees form the central nervous system of the
Company and its growth and development is attributed to them. The
Company provides its employees a transparent and level playing work
environment that fosters the culture of collaborative working,
meritocracy and on-the-job career progression.
The key elements of the Company's human resource management strategy
include talent acquisition, training and development, compensation and
retention. The Company has established a work ethic based on values
that transcend across all its operations. The culture is oriented to
high growth and performance that allows the Company to attract,
motivate and retain high quality talent of human resources.
INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY
The Company has in place adequate systems of internal control
commensurate with its size and the nature of its operations. These have
been designed to provide reasonable assurance with regard to recording
and providing reliable financial and operational information, complying
with applicable statutes, safeguarding assets from unauthorized use or
losses and ensuring compliance of corporate policies. Also, the Company
reviews, from time-to-time, the adequacy of internal control checks in
the system and covers all significant areas of the Company's operations
such as software delivery, accounting and finance, procurement,
employee engagement and IT processes in the Company,
ADDITIONAL INFORMATION AS REQUIRED U/S 217(l)(e) OF THE COMPANIES ACT,
1956
(a) Conservation of Energy:
This year we devoted considerable attention on methods and approaches
to conserve power. Significant steps taken in this regard include the
following:-
- Turning off monitors during week ends
- Hibernation of Desktops & notebook computers when not in use
- Turning off lights in all floors when Minds not working
- Turning off the Air Conditioners during non peak hours and on
weekends.
(b) (i) Technology Absorption, adaptation and innovation:-
As you would appreciate, technology is witnessing rapid change. Since
our customers expect us to lead them through such change, we
proactively & continuously invest in developing technology building
blocks and solution frameworks which add value to our customers'
business. Company uses a multi-pronged strategy for developing
technology assets and to promote innovation. These technology
initiatives are driven by each business unit based on the trends they
see in their respective markets. These efforts help us in two ways (i)
gain our customers' trust & confidence; and (ii) attract & retain key
talent who see the Company as a more exciting place to work in.
(ii) Research and Development (R&D):
Your company carries out various research and development initiatives
to address different market segments.
PARTICULARS OF EMPLOYEES
In pursuance of the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of Employees) Rules 1975, the
Directors are to report that no employee was in receipt of remuneration
of Rs.60,00,000/- or more per annum or Rs.5,00,000/- or more per month
where employed for a part of the year.
BOARD OF DIRECTORS
Mr. Duruvasan R retires by rotation at the ensuing annual general
meeting and being eligible offer himself for re-appointment.
STATUTORY AUDITORS
M/s. P. Murali & Co., Chartered Accountants, Statutory Auditors of the
Company retire at the conclusion of the ensuing Annual General Meeting
and being eligible, offer themselves for reappointment.
M/s. P. Murali & Co., Chartered Accountants have furnished a
certificate of their eligibility u/s 224(1B) of the Companies Act,
1956. The Board recommended to the members to reappoint the auditors
and authorize the Board of Directors of the Company to fix their
remuneration
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm that:
i) in the preparation of the Annual Accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
ii) 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 sate of affairs
of the Company at the end of the financial year and/ of the Profit or
Loss of the Company for that period;
iii) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act, for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
iv) the Directors had prepared the annual accounts on a going concern
basis.
STATEMENT PURSUANT TO LISTING AGREEMENT
The Company's Equity shares are listed at
1. Bombay Stock Exchange Limited, Mumbai
2. Ahmadabad Stock Exchange Limited, Ahmadabad.
The Company has paid the Annual Listing Fees to the above Stock
Exchanges.
CORPORATE GOVERNANCE
The Clause 49 of the listing Agreement relating to the corporate
governance is not applicable to the Company as the Paid up Capital of
the Company is Rs. One Crore only
PERSONNEL
The relations between the management and the staff were very cordial
throughout this year. Your Directors take this opportunity to record
their appreciation for the co-operation and loyal services rendered by
the employees.
FIXED DEPOSITS
The Company has not accepted any public deposits and, as such no amount
on account of principal or interest on public deposits was outstanding
on the date of the Balance Sheet.
ACKNOWLEDGEMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co- operation received from central and state
governments, financial institutions, banks, government authorities,
customers, suppliers and investors during the year under review. Your
Directors wish to place on record their deep sense of appreciation, of
the dedicated and sincere services rendered by the employees of the
Company for its success.
for serve all enterprise solutions limited
mohana rao kancharla srinivasa chakravartiyalamati
director director
Place: Hyderabad
DATE : 07/03/2012
Jun 30, 2009
The Directors have pleasure in presenting the 24th Annual Report of the
Company together with the Audited Accounts for the year ended on 30th
June 2009 (01.07.2008 to 30.06.2009).
FINANCIAL RESULTS
Amounts in Rupees:
2008-2009 2007-2008*
Net Revenue : 54,520,354 38,430,369
Profit Before Depreciation 4,103,065 2,994,580
Depreciation 159,537 33,635
Profit Before Taxation 3,943,528 2,960,945
Provision for Taxation 667,751 433,657
Profit after Taxation 3,275,777 2,527,288
Brought Forward Loss : (1,592,673) (4,119,961)
Balance carried to Balance Sheet 1,683,104 (1,592,673)
* For a period of fifteen (15) months as the financial year is from
April 1st, 2007 to 30th June, 2008.
BUSINESS PERFORMANCE OF THE COMPANY
The global economy is going through an unprecedented crisis and many
industries are affected by it directly or indirectly. The year 2008-09
continued to be a challenging year on account of economic slowdown,
intense competition and the continued pressure on margins and
profitability.
The Company registered a Revenue of Rs.54.50 million for the financial
year 2008-09. Despite the global economic slowdown and increased
volatility in foreign currency exchange rates during most of the
financial year under review, the Company has delivered a stable Profit
After Tax (PAT) which stood at Rs.3.27 million. And, the Company has
cleared its all brought forward losses of the earlier years and carried
a balance of Rs.1.68 million to the balance sheet.
PROSPECTUS & OUTLOOK
As has been repeatedly assured by the Government of India, impact of
the global recession and economic meltdown is expected to be the least
in our Country. Also, the Company will implement multiple initiatives
to maintain profitability and be ready for new opportunities going
forward. In this setting, your directors are hopeful that your Company
would sustain the impact of on-going economic crisis and accomplish
satisfactory growth in Revenue as well as Profits, in the coming years.
HUMAN RESOURCES & INDUSTRIAL RELATIONS
Your Company endeavors to attract the best available talents in the
industry, recognize, register and retain the most-valuable human power.
And, in 2009-10, your Company will focus on introducing new policies,
practices and systems in the area of Performance Management,
Recognition, and Talent Management & Talent Engagement.
INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY
Your Company remains committed to maintain, high standards of internal
control designed to provide adequate assurance on the efficiency of
operations and security of its assets. The adequacy and effectiveness
of the internal control across various activities, as well as
compliance with laid-down systems and policies are comprehensively and
frequently monitored by your Companys management at all levels of the
organization.
ADDITIONAL INFORMATION AS REQUIRED U/S 217(1) (e) OF THE COMPANIES ACT,
1956
(a) Conservation of Energy:
This year we devoted considerable attention on methods and approaches
to conserve power. Significant steps taken in this regard include the
following:-
* Turning off monitors during week ends
* Hibernation of Desktops & notebook computers when not in use
* Turning off lights in all floors when employees not working
* Turning off the Air Conditioners during non peak hours and on
weekends.
(b) (i) Technology Absorption, Adaptation and Innovation:-
As you would appreciate, technology is witnessing rapid change. Since
our customers expect us to lead them through such change, we
proactively & continuously invest in developing technology building
blocks and solution frameworks which add value to our customers
business. Company uses a multi-pronged strategy for developing
technology assets and to promote innovation. These technology
initiatives are driven by each business unit based on the trends they
see in their respective markets. These efforts help us in two ways (i)
gain our customers trust & confidence; and (ii) attract & retain key
talent who see the Company as a more exciting place to work in.
(ii) Research and Development (R & D):
Your Company carries out various research and development initiatives
to address different market segments.
(c) Foreign Exchange Earnings and Outgo -
Amounts in Rupees:
30.6.2009 30.6.2008*
Foreign Exchange Earnings 47,680,339/- 35,773,559/-
Foreign exchange out go 360,025/- 584,959/-
* For a period of fifteen (15) months as the financial year is from
April 1st, 2007 to 30th June, 2008.
PARTICULARS OF EMPLOYEES
In pursuance of the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (Particulars of Employees) Rules 1975, the
Directors are to report that no employee was in receipt of remuneration
of Rs.24,00,000/- or more per annum or Rs.2,00,000/- or more per month
where employed for a part of the year.
BOARD OF DIRECTORS
Mr. Ram R Kancharla retires by rotation at the ensuing annual general
meeting and being eligible à offers himself for re-appointment. Mr
Mohana Rao Kancharla has been appointed as an Additional Director and
Mr. Appa Rao Kancharla as Alternate Director to Mr. Ram R Kancharla
w.e.f 31st January, 2009. Mr. Venkata Subba Rao Kancharla ceased as
Director W.e.f. 30th January, 2009.
STATUTORY AUDITORS
M/s. F. Murali & Co., Chartered Accountants, Statutory Auditors of the
Company retire at the conclusion of the ensuing Annual General Meeting
and being eligible, offer themselves for reappointment.
M/s. P.Murali & Co., Chartered Accountants have furnished a certificate
of their eligibility u/s 224(1B) of the Companies Act, 1956. The Board
recommended to the members to reappoint the auditors and authorize the
Board of Directors of the Company to fix their remuneration
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
Directors confirm that:
i) in the preparation of the Annual Accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
ii) 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 sate of affairs
of the Company at the end of the financial year and/ of the Profit or
Loss of the Company for that period;
iii) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act, for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
iv) the Directors had prepared the annual accounts on a going concern
basis.
STATEMENT PURSUANT TO LISTING AGREEMENT
The Companys Equity shares are listed at
1. Bombay Stock Exchange Limited, Mumbai
2. Ahmadabad Stock Exchange Limited, Ahmadabad.
The Company has paid the Annual Listing Fees to the above Stock
Exchanges.
CORPORATE GOVERNANCE
The Clause 49 of the Listing Agreement relating to the corporate
governance is not applicable to the Company as the Paid-up Capital of
the Company is Rs. One Crore only.
SECRETRIAL COMPLIANCE CERTIFICATE
A Secretarial Compliance Certificate pursuant to Section 383A of the
Companies Act, 1956 is attached herewith.
PERSONNEL
The relations between the management and the staff were very cordial
throughout this year. Your Directors take this opportunity to record
their appreciation for the co-operation and loyal services rendered by
the employees.
FIXED DEPOSITS
The Company has not accepted any public deposits and, as such no amount
on account of principal or interest on public deposits was outstanding
on the date of the Balance Sheet.
ACKNOWLEDGEMENTS
Your Directors would like to express their grateful appreciation for
the assistance and co- operation received from central and state
governments, associations, financial institutions, banks, government
authorities, customers, suppliers and investors during the year under
review. Your Directors wish to place on record their deep sense of
appreciation, of the dedicated and sincere services rendered by the
employees of the Company for its success.
for SERVE ALL ENTERPRISE SOLUTIONS LIMITED
Mohana Rao Kancharla Srinivasa Chakravarti Yalamati
Director Director
PLACE: HYDERABAD
DATE : 03-12-2009