Directors Report of Golechha Global Finance Ltd.

Mar 31, 2014

Dear Members,

The Directors hereby present theTwenty Third Annual Report together with the Audited Accounts of the company for the financial year ended 31st March, 2014.

FINANCIAL HIGHLIGHTS:

The financial highlights for the current year in comparison to the previous year are as under:

(Rs In Lacs) Current Year Previous Year Particulars (2013-14) (2012-13)

Total Income 62.76 S9.80

Total Expenditure 42.S1 41.02

Profit before tax 20.2S 18.78

Provision for taxation ( Current, previous Years and Deferred Tax) (6.27) (S.82)

Profit after taxation 13.98 12.93

Add: Balance brought forward from previous year 33.74 23.40

Profit available for appropriation 47.72 36.33

Appropriations:

Transfer to statutory reserve 2.79 2.S9

Balance in SURPLUS 44.93 33.74

REVIEW OF FINANCIAL PERFORMANCE :

During the year under review, the interest income from loans granted was Rs.62.76 Lacs as against Rs.S9.80 lacs for the previous year. The marginal increase in revenues is on account of higher realization of Trade Receivables / earnings of interest on finances made by it. The operations of the Company have resulted in Profit After Tax of Rs 13.98 Lacs as against Rs. 12.93 lacs in the previous year, which is on account of the higher employee benefit expenses and other expenses.

DIVIDEND:

With a view to conserve resources for long term needs of the Company, your Directors do not recommend any dividend for the financial year 2013-14

REGISTERED OFFICE:

During the year under review, the Company has pursuant to the Order of the Regional Director, Southern Region Bench, Chennai, dated October 28, 2013shifted its registered office from Chennai, State of Tamil Nadu to Kolkata, State of West Bengal and the Company has registered the order of the Regional Director vide certificate of registration dated March 22, 2014, received by the Company on May 16, 2014

FIXED DEPOSITS:

The company has neither accepted nor renewed any deposits falling within the provisions of Section S8A of the Companies Act, 19S6 read with the Companies (Acceptance of Deposits) Rules, 197S from the public during the financial year.

CORPORATE GOVERNANCE:

The Company has implemented the procedures and adopted practices in conformity with the Code of Corporate Governance enunciated in Clause 49 of the Listing Agreement with the Stock Exchanges Pursuant to clause 49 of the listing agreement a Management Discussion and Analysis, Corporate Governance Report and Auditor''s Certificate regarding compliance of conditions of corporate governance constitute integral part of the Annual Report.

DIRECTORS

During the year under review, Sri Ranjeev Ved Malik, Director of the Company has resigned from his directorship w.e.f 28th May 2014. Sri Divya Garg retires at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.

AUDITORS:

M/s. V. Goyal & Associates, Chartered Accountants, Kolkata (ICAI Firm Registration No 312136E), were appointed as the statutory auditors of the Company for the financial year 2013-14 at the Annual General Meeting (AGM) of the Company held on September 27, 2013 and hold office until the conclusion of the ensuing Annual General Meeting

The company has received from the Auditors under Section 139(1) of the Companies Act, 2013 and the Rules framed thereunder a certificate of their eligibility and consent for re-appointment. to the effect that, their appointment, if made , would be within the prescribed limits under provisions of sections specified under the Act and that, they are not disqualified for such re appointment within the meaning of section of the said Act.

AUDITORS REPORT:

The auditors have been given their report on the Annual Accounts of the Company and there is no reservation or qualification made by them. The notes given in the Auditors Report are self-explanatory and needs no further clarification

STATUTORY AND OTHER INFORMATION:

There are no employees falling within the purview of Section 217(2A) of the Companies Act, 19S6read with Companies (Particulars of Employees) Rules, 197S.

There was no expenditure or income in foreign currency during the year under review. Since your Company does not own any manufacturing the disclosure of information on the matter Required to be disclosed in terms of section 217(l) (e) of the Companies act 19S6 read .with the Companies (Disclosure of Particulars in Report of Board of Directors) Rules, 1988, is not applicable and hence not given.

DIRECTORS'' RESPONSIBILITY STATEMENT:

The Directors of your Company hereby report:

(i) that in the preparation of Annual Accounts for the financial year ended 31st March , 2014, the applicable accounting standards have been followed along with the proper explanation relating to material departures, if any, there from;

(ii) that the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period:

(iii) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

(iv) that the directors have prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENTS:

Your directors place on record their appreciation for the sense of commitment and sincerity shown by the employees .They also place on record their deep admiration and acknowledge with gratitude for the support and co-operation extended by the clients, bankers, investors and shareholders at large for their unwavering support throughout the year.

BY THE ORDER OF THE BOARD For GOLECHHA GLOBAL FINANCE LIMITED Sd/- Place: Kolkata Gyan Swaroop Garg Date:04.08.2014 Managing Director

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Mar 31, 2013

The Directors hereby present the Twenty Second Annual Report together with the Audited Accounts of the company for the financial yearended 31 st March, 2013.

FINANCIAL HIGHLIGHTS:

The financial highlights for the current year in comparison to the previous year are as under

(Rs. In Lacs) Particulars Current Year Previous Year (2012-13) (2011-12)

Total Income 59.80 46.50

Total Expenditure 41.02 26.27

Proft before tax 18.78 20.22

Provision for taxation (Current, previous Years and Deferred Tax) (5.82) (6.38)

Proft after taxation 12.93 13.85

Add: Balance brought forward from previous year 23.40 12.32

Proft available for appropriation 36.33 26.17

Appropriations:

Transfer to statutory reserve 2.59 2.77

Balance in SURPLUS 33.74 23.40

REVIEW OF FINANCIAL PERFORMANCE :

During the year under review, the interest income from loans granted was Rs.59.80 Lacs as against Rs.46.50 lacs for the previous year. The substantial increase in revenues is on account of higher realization of Trade Receivables / earnings of interest on fnances made by it. The operations of the Company have resulted in Proft After Tax of Rs 12.93 Lacs as against Rs. 13.85 lacs in the previous year, which is on account of the higher employee beneft expenses and other expenses.

DIVIDEND:

With a view to conserve resources for long term needs of the Company, your Directors do not recommend any dividend for the fnancial year 2012-13

FIXED DEPOSITS:

The company has neither accepted nor renewed any deposits falling within the provisions of Section 58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposits) Rules, 1975 from the public during the financial year.

CORPORATE GOVERNANCE:

The Company has implemented the procedures and adopted practices in conformity with the Code of Corporate Governance enunciated in Clause 49 of the Listing Agreement with the Stock Exchanges

Pursuant to clause 49 of the listing agreement a Management Discussion and Analysis, Corporate Governance Report and Auditor''s Certificate regarding compliance of conditions of corporate governance constitute integral part of the Annual Report.

DIRECTORS

Smt Durga Ramakrishnan and Sri Divya Garg retire at the ensuing Annual General Meeting and being eligible, offers themselves for re-appointment.

AUDITORS:

The Auditors M/s. V. Goyal & Associates, Chartered Accountants, Kolkata, retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. Your company has received a certificate from the auditors to the effect that their appointment, if made would be within the limits of Section 224(1 B) of the CompaniesAct, 1956.

AUDITORS REPORT:

The auditors have been given their report on the Annual Accounts of the Company and there is no reservation or qualification made by them. The notes given in the Auditors Report are self-explanatory and needs no further clarification

STATUTORY AND OTHER INFORMATION:

There are no employees falling within the purview of Section 217(2A) of the CompaniesAct, 1956 read with Companies (Particulars of Employees) Rules, 1975.

There was no expenditure or income in foreign currency during the year under review. Since your Company does not own any manufacturing unit, the disclosure of information on the matter Required to be disclosed in terms of section 217(l) (e) of the Companies act 1956 read with the Companies (Disclosure of Particulars in Report of Board of Directors) Rules, 1988. is not applicable and hence not given.

DIRECTORS'' RESPONSIBILITY STATEMENT:

The Directors of your Company hereby report:

(I) that in the preparation of Annual Accounts for the financial year ended 31st March , 2013, the applicable accounting standards have been followed along with the proper explanation relating to material departures, if any, there from;

(ii) that the directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period:

(iii) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

(iv) that the directors have prepared the annual accounts on a going concern basis.

ACKNOWLEDGEMENTS:

Your directors place on record their appreciation for the sense of commitment and sincerity shown by the employees .They also place on record their deep admiration and acknowledge with gratitude for the support and co-operation extended by the clients, bankers, investors and shareholders at large for their unwavering support throughout the year. BY ORDER OF THE BOARD

For GOLECHHA GLOBAL FINANCE LIMITED

Sd/-

Place : Kolkata Gyan Swaroop Garg

Date : 12.08.2013 Managing Director