Mar 31, 2015
Dear Members,
The Directors have pleasure in presenting the 29th Annual Report of
your Company together with the Audited Financial Statements and
Auditors' Report for the year ended 31st March, 2015.
FINANCIAL RESULTS
The summary of the financial performance of the Company for the year
ended 31st March, 2015 as compared to the previous year is as below:
(In Rs. )
Particulars 2014-2015 2013-2014
Net Income 40,334,412 53,839,811
Net Profit/(Loss) Before Tax (7,379,582) 170,559
Less: Current Tax - -
Net Profit after Tax (7,379,582) 170,559
PERFORMANCE OF THE COMPANY
The Net Income of your company for the current year is Rs.40,334,412/-
as against of Rs. 53,839,811/- in the previous year. STATE OF
COMPANY'S AFFAIRS
The total expenditure for the period ended as at 31st March, 2015
amounted to Rs.47,713,994/-, decreased by Rs.59.55 Lakh as compared to
previous year. However due to decrease in turnover of the Company for
the period ended as at 31st March, 2015, a Net Loss of Rs. 73.79 Lakh
has been accounted.
DIVIDEND
In view of the carried forward losses, yours Directors regret their
inability to recommend Dividend for the year 2014-2015.
DEPOSITS
Your Company has not invited or accepted any deposits during the year
from the Public.
INSURANCE
All properties & insurable interest of the Company including Building,
Plant & Machinery & Stocks have been fully insured.
CHANGE IN THE NATURE OF BUSINESS
There is no change in the nature of business of the Company.
THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS
OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S
OPERATION IN FUTURE
No significant and material orders were passed by the Regulators or
courts or Tribunal impacting the going concern status and Company's
operation in future.
MATERIAL CHANGES & COMMITMENTS
There is no material change & commitment in the business operations of
the Company for the financial year ended 31st March, 2015.
BUSINESS OVERVIEW
India's travel & Tourism industry has huge growth potential. The
tourism industry is looking forward to the e-visa policy which will
turn the tourist inflow in double digit to India.
As per ICRA Ltd, a rating agency, the revenue growth of Indian hotel
industries is strengthening to 9-11 per cent in 2015-16.
The growth of the tourism sector will have a direct & visible impact on
the Indian economy in terms of spreading benefits across the country.
FINANCIAL INFORMATION OF SUBSIDIARY/ASSOCIATE & JOINT VENTURE COMPANY
There is no Subsidiary/Associate/Joint Venture Company of Lords Ishwar
Hotels Limited, so this disclosure is not applicable to your Company.
BORROWING/INDEBTNESS
The total borrowing stood at Rs. 4.74 Crore as at 31st March, 2015 as
against Rs. 4.78 Crore as on 31st March, 2014.
NUMBER OF BOARD MEETINGS
Four (4) Board Meetings were held during the year 2014-15. Detail
information of meetings is being furnished under "Corporate Governance
Report".
MECHANISM FOR EVALUATION OF BOARD
Evaluation of all Board members is done annually. The evaluation is
done by the Board, Nomination & Remuneration Committee and Independent
Directors with specific focus on the performance and effective
functioning of the Board and individual Directors.
Criteria for evaluation of Board as a whole includes frequency, length,
transparency, flow of information, administration and disclosure of
Board meeting held.
Individual Directors can be evaluated on the basis of their ability to
contribute good governance practices, to address top management issues,
long term strategic planning, individually time spent, attendance &
membership in other committees, core competencies and obligation &
fiduciary responsibilities etc.
DIRECTORS' RESPONSIBILITY STATEMENT
Your Board of Directors hereby confirms that:
a. in the preparation of the annual accounts, the applicable
accounting standards and there are no material departures;
b. appropriate accounting policies selected and applied are consistent
and the judgments and estimates made 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 loss ofthe Company for that
period;
c. proper and sufficient care has been taken 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;
d. the annual accounts have been prepared on a 'going concern' basis;
e. the company has an internal Control System, commensurate with the
size, scale and complexity of its operations. The scope and authority
of the Internal Audit function is well defined in the organization. To
maintain its objectivity and independence, the Internal Audit function
reports to the chairman of the Audit Committee of the Board; and
f. we had devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate
and operating effectively.
INDEPENDENT DIRECTORS' DECLARATION
The Independent Directors have submitted the declaration of
independence, as required under Section 149(6) of the Companies Act,
2013 read with Rules thereon.
One meeting of Independent Directors was also held as per Schedule IV
of the Companies Act, 2013.
NOMINATION AND REMUNERATION POLICY
As required under Clause 49(IV)(B)(4) of the Listing Agreement &
Section 134(3)(e), a policy on Director's appointment and remuneration
including criteria for determining qualifications, positive attributes,
independence of a director and other matters provided under sub section
(3) of Section 178 is given in Annexure -1 forming part of this Annual
Report.
RISK MANAGEMENT POLICY
The Company has developed and adopted a Risk Management Policy. The
Policy identifies all perceived risks which might impact the operations
of the Company. Risks are assessed department wise such as financial
risks, accounting risks etc. The Company is taking appropriate measures
to achieve proper balance between risk & reward.
VIGIL MECHANISM
As required under Clause 49(II)(F) of the Listing Agreement read with
Section 177(9) of the Companies Act, 2013, the Company has established
a vigil mechanism for its directors & employees to report their genuine
concerns/grievances. The mechanism also provides for adequate
safeguards against victimization of person who use such mechanism and
makes provisions for direct access to the Audit Committee chairman. The
details of the mechanism are posted on the Company's website
(www.lordsishwar.com) under 'Investor Relations'.
EXTRACT OF ANNUAL RETURN
As per the provisions of section 92(3) of the Companies Act, 2013, an
extract of the Annual Return in Form No. MGT-9 of the Companies
(Management and Administration) Rules, 2014 is annexed as Annexure - 2
herewith and forms part of this report.
STATEMENT UNDER COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULES, 2014
There is no employee drawing remuneration of Rs. 60 Lakh or more in a
financial year or drawing a remuneration of Rs. 5 Lakh per month under
Rule 5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.
Your Company is not paying any remuneration to its Managing Director or
other Directors. The details can be referred in Annexure-2 to this
Annual Report.
PARTICULARS OF EMPLOYEES & REMUNERATION
As required under Section 197(12) of the Companies Act, 2013 read with
Rules thereon, the ratio of the remuneration of each director to the
median employee's remuneration and other details are annexed as
Annexure-3 to this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion And Analysis as required under Clause
49(VIII)(D) of the Listing Agreement is given as separate statement in
this Annual Report.
CORPORATE GOVERNANCE
In terms of Clause 49 of the Listing Agreement with Stock Exchanges,
your Company is committed to maintain the standards & to fulfill the
requirements of Corporate Governance in all material aspects & a report
on Corporate Governance together with a certificate of its compliance
from the Statutory Auditors are annexed separately as a part of this
Annual Report.
DIRECTORS AND KMP APPOINTED DURING 2014-15
Mr. Mehinder Sharma was re-appointed as Director of the Company in the
28th AGM held on 8th September, 2014. Mrs. Sangeeta P. Bansal was
appointed as a Director w.e.f 8th September, 2014 being eligible to
retire by rotation in the AGM of the Company. Mr. Bharat Varsani, Mr.
Amit Garg & Mr. Sanjay Mangal were appointed as Independent Directors
w.e.f 8th September, 2014 for a term of 5 Consecutive years.
Mrs. Sangeeta P. Bansal was appointed as Chief Financial Officer of the
Company w.e.f 31st July, 2014. The Company has also re- designated Mr.
Pushpendra R. Bansal as a Managing Director w.e.f 31st July, 2014.
SUBSIDIARY/JOINT VENTURE/ASSOCIATE COMPANY
No Company has become or ceased to be its subsidiary, joint ventures or
Associate Company during the year 2014-15. INTERNAL CONTROL SYSTEMS &
THEIR ADEQUACY
The Company has an internal control system, commensurate with the size,
scale and complexity of its operation. The scope and authority of the
internal audit function is well defined in the organization. To
maintain its objectivity & independence, internal audit function is
laid before the Audit Committee of the Board. Based on the report of
the internal audit & Audit committee observation, corrective actions
are undertaken by the respective departments and thereby strengthen the
controls.
PARTICULARS OF LOAN, GUARANTEE OR INVESTMENTS
The Company during the year has made an investment Rs. 40 Lakh towards
acquiring 4,000 equity shares in Lords Oriental Resorts Developers
(Silvassa) Pvt. Ltd.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED
TO IN SUB SECTION (1) OF SECTION 188 OF THE COMPANIES ACT, 2013
Your Company has not entered into any related party
contracts/arrangements under Section 188(1) of the Companies Act, 2013
during the year. The Company has placed the exiting Related Party
agreement/contract to Audit Committee for its ratification.
All transactions entered by the Company during the financial year with
related parties were in the ordinary course of business and on an arm's
length basis. Suitable disclosures as required under Accounting
Standard- 18 have been made in Notes to the financial Statement.
As required under Clause 49(VIII)(A) of the Listing Agreement, your
Company has adopted a Related Party Transactions Policy which is placed
at its website www.lordsishwar.com.
SECRETARIAL AUDIT REPORT
Your Company has appointed Mr. Manish R. Patel, Practicing Company
Secretary (COP No. 9360), Surat to conduct the Secretarial Audit of the
Company as per the provisions of Section 204 of the Companies Act, 2013
and Rules thereon for the financial year 2014-15. Such Report in Form
MR-3 is annexed as Annexure-4 hereto and forms a part of this report.
Secretarial Audit Report is self explanatory and does not call for any
further comments.
INTERNAL AUDITORS
In terms of Section 138 of the Companies Act, 2013, M/s J. Bhavsar &
Co., Chartered Accountants, Surat has been appointed as the Internal
Auditors of the Company.
STATUTORY AUDITORS
M/s. J. M. Pabari & Associates, Chartered Accountants (Firm Reg.
No-113881W), Statutory Auditors of the Company, hold office till the
conclusion of the ensuing Annual General Meeting of the company and
being eligible, offer themselves for re-appointment as per Companies
Act, 2013.
Your Directors propose their re-appointment as statutory Auditors to
hold office until the conclusion of the next AGM of the Company.
The Auditors in their report have referred to the notes forming part of
the accounts. The said notes are self explanatory and do not need any
further elucidation.
QUALIFICATION, RESERVATION OR ADVERSE REMARK ON SECRETARIAL AUDIT
REPORT
Company has filed Annual Return on Foreign Liabilities & Assets for the
year 2014-15 with Reserve Bank of India but has not filed the same for
the year 2013-14 as company was not aware of such filing . The same has
been noticed by the Secretarial Auditor during their Audit and has
mentioned the point in his Secretarial Audit Report.
AUDIT COMMITTEE
Audit Committee consists of Non-Executive Independent Directors namely
Mr. Amit Garg as Chairman with Mr. Bharat Varsani & Mr. Sanjay Mangal
as other members.
During the year, there is no such incidence where Board has not
accepted the recommendation of the Audit Committee during the year
under review.
DISCLOSURE OF INFORMATION AS REQUIRED UNDER SECTION 134(3)(m) OF THE
COMPANIES ACT, 2013 READ WITH RULES THEREON
A. Conservation of Energy
Your Company has made all possible measures to monitor Power
consumption closely on daily basis so as to reduce wastage and cost of
energy. Measures include replacement of compact fluorescent lights with
low power consuming LED lights in a phase wise manner, replacement of
chillers plant with energy efficient 'Variable Refrigeration Flow' Air
conditioning system.
Some of the actions planned for next year include replacement of gas
fire Boiler with Heat pump/Solar system based boiler, replacement of
energy intensive fans with energy efficient fans & installation of
sensor systems at places identified by the management.
The Company is using Natural Gas through pipelines instead of LPG
Cylinders in the Kitchen and other operational areas which reduces
overall the energy cost.
B. Technology Absorption
The Company continues to absorb and upgrade modern technology and
advanced technique in various guest contact areas like Wi-Fi internet
connectivity in your hotel. However your Company has not obtained any
specific technology from outside India which needs to be absorbed. Your
Company has not undertaken any research & development activity.
C. Foreign Exchange Earning and Outgo
The information relating to the foreign exchange earnings and outgo are
given in the Notes to the financial statements for the year ended 31st
March, 2015.
INDUSTRIAL RELATIONS
During the period, the relations with all employees of the Company were
cordial and a congenial atmosphere prevailed. Your Directors place on
record their appreciation for the devoted services rendered by the
employees of the Company.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their sincere thanks to the
valued guests, suppliers and the Financial Institution for their
support, co-operation and guidance.
Your Directors take the opportunity to express their sincere thanks to
all the investors, shareholders and stakeholders for their continued
confidence in the company.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff, contributing in Management & delivering a sound performance.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Place: Baroda
Date: 11th August, 2015
Registered Office:
Hotel Revival, Near Sayaji Gardens, PUSHPENDRA BANSAL AMIT GARG
Kala Ghoda Chowk, University Road, Managing Director Director
Baroda, Gujarat - 390 002 DIN: 00086343 DIN: 00537267
CIN: L55100GJ1985PLC008264
Mar 31, 2014
The Members,
The Directors have pleasure in presenting the 28th Annual Report of
your Company together with the Audited Financial Statements and
Auditors'' Report for the year ended 31st March, 2014.
FINANCIAL RESULTS
The summary of the financial performance of the Company for the year
ended 31st March, 2014 as compared to the previous year is as below:
(InRs.)
Particulars 2013-2014 2012-2013
Net Income 53,839,811 62,486,932
Net Profit before Tax 170,559 119,485
Less: Current Tax - 40,000
Net Profit after Tax 170,559 79,485
PERFORMANCE OF THE COMPANY
The Net Income of your company for the current year is Rs.53,839,811/-.
Net Profit after Tax for the current year amounts to Rs. 170,559/-.
DIVIDEND
In view of the carried forward losses, yours Directors regret their
inability to recommend Dividend for the year 2013-2014.
FIXED DEPOSITS
Your Company has not accepted any fixed deposits within the meaning of
Companies (Acceptance of Fixed Deposits) Rule, 1975 read with section
58A of the Companies Act, 1956.
PARTICULARS OF EMPLOYEES
None of the employees of the Company are covered under Section 217(2A)
of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975.
DIRECTORS'' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA)
OF THE COMPANIES ACT, 1956:
Your Board of Directors here by confirms that :
(i) in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures;
(ii) appropriate accounting policies selected and applied are
consistent and the judgments and estimates made 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 of the
Company for that period;
(iii) proper and sufficient care has been taken 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 to the best of
their knowledge and ability;
(iv) the annual accounts have been prepared on a ''going concern'' basis.
REPORT ON CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY AND FOREIGN
EXCHANGE EARNING AND OUTGO :
In accordance with the requirement of section 217(1) (e) of the
Companies Act, 1956 read with the Companies (Disclosure of the
particulars in the Report of Board of Directors) Rules, 1988, your
Directors furnish hereunder the additional information as required.
A. Conservation of Energy
Your Company has made all possible efforts to closely monitor Power
consumption on daily basis so as to reduce wastage and cost.
The Company is using electricity in place of gas for AC power plant and
thus reduce the overall energy cost.
The Company is using Natural Gas through pipelines instead of LPG
Cylinders in the Kitchen and other operational areas which reduces the
energy cost.
B. Technology Absorption
Your Company has no foreign collaboration, hence no particulars are
offered.
C. Foreign Exchange Earning and Outgo
As required under section 217(1) (e) of the Companies Act, 1956 read
with Rule 2 of the Companies (Disclosure of the particulars in the
Report of Board of Directors) Rules, 1988, the information relating to
the foreign exchange earnings and outgo are given in the Notes to the
financial statements for the year ended 31st March, 2014.
STATUTORY AUDITORS
M/s. J. M. Pabari & Associates, Chartered Accountants (Firm Reg.
No-113881W), Statutory Auditors of the Company, retire at the ensuing
Annual General Meeting and being eligible, offer themselves for
re-appointment as per Companies Act, 2013.
Your Directors recommend their re-appointment.
The Auditors in their report have referred to the notes forming part of
the accounts. The said notes are self explanatory and do not need any
further elucidation.
DIRECTORS
Shri Mehinder Sharma, Directors of the Company, liable to retire by
rotation being eligible, offers himself for re-appointment. Shri Amit
Garg, Shri Bharat Varsani & Shri Sanjay Mangal are to be appointed as
Independent Directors of the Company, not liable to retire by rotation
at AGM.
Board has also made a proposal for appointment of Smt. Sangeeta P.
Bansal as a woman Director in terms of the provisions of Section 149(1)
of the Companies Act, 2013 read with the amended Clause 49 of the
Listing Agreement.
Shri Pushpendra R. Bansal is to be re-designated as Managing Director
of the Company in order to comply with the requirements of the
provisions of Section 203 of the Companies Act, 2013 read with the
Rules made thereon. Such recommendation is also made by the Board.
The Company has received requisite declaration from all the Directors
including Independent Directors & Managing Director as prescribed under
the Companies Act, 2013 along with the Clause 49 of the Listing
Agreement.
The Board of Directors is duly constituted.
PREFERENTIAL ALLOTMENT OF SHARES ON CONVERSION OF WARRANTS
During the year, your Company has issued & allotted 1,195,100 Equity
shares of Rs. 10/- each on conversion of 1,195,100 Warrants at par to
Promoter and Non-promoters of the Company on Preferential basis vide
approval accorded by the members & Stock Exchanges.
CORPORATE GOVERNANCE
In terms of Clause 49 of the Listing Agreement with Stock Exchanges,
your Company is committed to maintain the standards & to fulfill the
requirements of Corporate Governance in all material aspects & a report
on Corporate Governance together with a certificate of its compliance
from the Statutory Auditors is given in Annexure forming part of this
Annual Report.
INDUSTRIAL RELATIONS
During the period, the relations with all employees of the Company were
cordial and a congenial atmosphere prevailed. Your Directors place on
record their appreciation for the devoted services rendered by the
employees of the Company.
ACKNOWLEDGMENTS
Your Directors wish to place on record their sincere thanks to the
valued guests, suppliers and the Financial Institution for their
support, co-operation and guidance.
Your Directors take the opportunity to express their sincere thanks to
all the investors, shareholders and stakeholders for their continued
confidence in the company.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff, contributing in Management & delivering a sound performance.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Place: Baroda
Date: 31st July, 2014
Registered Office:
Hotel Revival,
Near Sayaji Gardens, USHPENDRA BANSAL AMIT GARG
Kala Ghoda Chowk,
University Road, Executive Director Director
Baroda, Gujarat  390 002
CIN: L55100GJ1985PLC008264
Mar 31, 2013
To, The Members,
The Directors have pleasure in presenting the 27th Annual Report of
your Company together with the Audited Financial statement and
Auditors'' Report for the year ended 31st March, 2013.
FINANCIAL RESULTS
The summary of the financial performance of the Company for the year
ended 31st March, 2013 as compared to the previous year is as below:
(In Rs.)
2012-2013 2011-2012
Particulars
Net Income 62,486,932 58,980,223
Net Profit before Tax 119,485 3,756,633
Less: Current Tax 40,000 900,000
Net Profit after Tax 79,485 2,856,633
PERFORMANCE OF THE COMPANY
The Net Income of your company for the current year increased to
Rs.62,486,932 as compare to previous year income amounting Rs.
58,980,223. Net Profit before Tax for the current year amounts to Rs.
119,485.
DIVIDEND
In view of the carried forward losses, yours Directors regret their
inability to recommend Dividend for the year 2012-2013.
FIXED DEPOSITS
Your Company has not accepted any fixed deposits within the meaning of
Companies (Acceptance of Fixed Deposits) Rule, 1975 read with section
58A of the Companies Act, 1956.
PARTICULARS OF EMPLOYEES
None of the employees of the Company are covered under Section 217(2A)
of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975.
DIRECTORS'' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA)
OF THE COMPANIES ACT, 1956:
Your Directors confirm:
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
(ii) that appropriate accounting policies selected and applied are
consistent and the judgments and estimates made 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 of the
Company for that period.
(iii) that proper and sufficient care has been taken 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 to the best of their knowledge and ability.
(iv) that the annual accounts have been prepared on a ''going concern''
basis.
REPORT ON CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY AND FOREIGN
EXCHANGE EARNING AND OUTGO
In accordance with the requirement of section 217(1) (e) of the
Companies Act, 1956 read with the Companies (Disclosure of the
particulars in the Report of Board of Directors) Rules, 1988, your
Directors furnish hereunder the additional information as required.
A. Conservation of Energy
Your Company has made all possible efforts to closely monitor Power
consumption on daily basis so as to reduce wastage and cost.
The Company is using electricity in place of gas for AC power plant and
thus reduce the overall energy cost.
The Company is using Natural Gas through pipelines instead of LPG
Cylinders in the Kitchen and other operational areas which reduces the
energy cost.
B. Technology Absorption
Your Company has no foreign collaboration, hence no particulars are
offered.
C. Foreign Exchange Earning and Outgo
As required under section 217(1) (e) of the Companies Act, 1956 read
with Rule 2 of the Companies (Disclouser of the particulars in the
Report of Board of Directors) Rules, 1988, the information relating to
the foreign exchange earnings and outgo are given in Note No. 32 & 33
of the Notes to the financial statements for the year 31st March, 2013.
STATUTORY AUDITORS
M/s. J. M. Pabari & Associates, Chartered Accountants, Baroda,
Statutory Auditors of the Company, retire at the ensuing Annual General
Meeting and being eligible, offer themselves for re-appointment.
Your Directors recommend their re-appointment.
The Auditors in their report have referred to the notes forming part of
the accounts. The said notes are self explanatory and do not need any
further elucidation.
DIRECTORS
Shri Bharat Varsani and Shri Mehinder Sharma, Directors of the Company
are liable to retire by rotation being eligible, offer themselves for
re-appointment. The Board of Directors is duly constituted.
INCREASE IN AUTHORISED CAPITAL
Pursuant to the approval accorded by the members at the last Annual
General Meeting of the Company held on 28th September, 2012, the
Authorised Share Capital of the Company has been increased from Rs. 8
Crore (8,000,000 Equity shares of Rs. 10/- each) to Rs. 15 Crore
(15,000,000 Equity Shares of Rs. 10/- each).
PREFERENTIAL ALLOTMENT OF CONVERTIBLE WARRANTS
During the year, your Company has issued & allotted 11,95,100 Warrants
convertible into equal number of Equity shares of Rs. 10/- each at par
to Promoter and Non-promoters of the Company on Preferential basis vide
approval accorded by the members & Stock Exchanges.
CORPORATE GOVERNANCE
Intense of Clause 49 of the Listing Agreement with Stock Exchanges,
your Company has complied with the requirements of Corporate Governance
in all material aspects and a report on Corporate Governance together
with a certificate of its compliance from the Statutory Auditors is
given in annexure forming part of this report.
INDUSTRIAL RELATIONS
During the period, the relations with all employees of the Company were
cordial and a congenial atmosphere prevailed. Your Directors place on
record their appreciation for the devoted services rendered by the
employees of the Company.
ACKNOWLEDGMENTS
Your Directors wish to place on record their sincere thanks to the
valued guests, suppliers and the Financial Institution for their
support, co-operation and guidance. Your Directors take the
opportunity to express their sincere thanks to all the investors,
shareholders and stakeholders for their continued confidence in the
company. Your Directors also wish to place on record their deep sense
of appreciation for the commitment displayed by all executives,
officers and staff, contributing in Management & delivering a sound
performance.
By Order of the Board of Directors
LORDS ISHWAR HOTELS LIMITED
Place: Baroda RANJIT KUMAR SINGH
Date :26th July, 2013 Company Secretary
Registered Office:
Hotel Revival, Near Sayaji
Gardens, Kala Ghoda Chowk,
University Road,
Baroda,Gujarat  390 002
Mar 31, 2012
The Directors have pleasure in presenting the 26th Annual Report of
your Company together with the Audited Accounts for the year ended 31st
March, 2012.
FINANCIAL RESULTS
The summary of the financial performance of the Company for the year
ended 31st March, 2012 as compared to the previous year is as below:
(In Rs)
Particulars For the Year ended For the Year ended
31.03.2012 31.03.2011
Net Income 58,980,223 56,852,038
Net Profit Before Tax 3,756,633 5,912,289
Less: Current Tax 900,000 900,000
Net Profit After Tax 2,856,633 5,012,289
PERFORMANCE OF THE COMPANY
The Net Income of your company has increased from Rs. 56,852,038 to Rs.
58,980,223. Net Profit before Tax amounted to Rs. 3,756,633. The Net
profit after Tax came down to Rs. 2,856,633 (Previous year Rs.
5,012,289) due to increase in Finance Cost & Employee's Benefit
expense.
DIVIDEND
In view of the carried forward losses, yours Directors regret their
inability to recommend Dividend for the year 2011-2012.
RE-ISSUE OF FORFEITED EQUITY SHARES ON PREFERENTIAL BASIS
During the year, your Company has re-issued & allotted 732,300
forfeited Equity shares of Rs. 10/- each at par to Promoter and
Non-promoters of the Company on Preferential basis.
FIXED DEPOSITS
Your Company has not accepted any fixed deposits within the meaning of
Companies (Acceptance of Fixed Deposits) Rule, 1975 read with section
58A of the Companies Act, 1956.
DIRECTORS
Mr. Amit Garg and Mr. Sanjay Mangal, Directors of the Company are
liable to retire by rotation being eligible, offer themselves for
re-appointment. The Board of Directors is duly constituted.
PARTICULARS OF EMPLOYEES
None of the employees of the Company are covered under Section 217(2A)
of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975.
DIRECTORS' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA)
OF THE COMPANIES ACT, 1956:
Your Directors confirm:
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
(ii) that appropriate accounting policies selected and applied, are
consistent and the judgments and estimates made 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 of the
Company for that period.
(iii) that proper and sufficient care has been taken 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 to the best of their knowledge and ability.
(iv) that the annual accounts have been prepared on a 'going concern'
basis.
REPORT ON CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY AND FOREIGN
EXCHANGE EARNING AND OUTGO
In accordance with the requirement of section 217(1) (e) of the
Companies Act, 1956 read with the Companies (Disclosure of the
particulars in the Report of Board of Directors) Rules, 1988, your
Directors furnish hereunder the additional information as required.
A. Conservation of Energy
Your Company has made all possible efforts to closely monitor Power
consumption on daily basis so as to reduce wastage and cost.
The Company is using electricity in place of gas for AC power plant and
thus reduce the overall energy cost.
The Company is using Natural Gas through pipelines instead of LPG
Cylinders in the Kitchen and other operational areas which reduces the
energy cost.
B. Technology Absorption
Your Company has no foreign collaboration, hence no particulars are
offered.
STATUTORY AUDITORS
M/s. J. M. Pabari & Associates, Chartered Accountants, Baroda Statutory
Auditors of the Company, retire at the ensuing Annual General Meeting
and being eligible, offer themselves for re-appointment. Your Directors
recommend their re-appointment.
The Auditors in their report have referred to the notes forming part of
the accounts. The said notes are self explanatory and do not need any
further elucidation.
RENOVATION
As a part of Renovation Plan in phase wise, your Company has renovated
25 rooms and Terrace Restaurant during the year to provide luxurious
touch to the esteemed guests and exhilarate true Hospitality standards.
CORPORATE GOVERNANCE
As per Clause 49 of the Listing Agreement with Stock Exchanges, your
Company has complied with the requirements of Corporate Governance in
all material aspects.
A report on Corporate Governance together with a certificate of its
compliance from the Statutory Auditors and Management Discussion &
Analysis statement forms parts of this report.
INDUSTRIAL RELATIONS
During the period, the relations with all employees of the Company were
cordial and a congenial atmosphere prevailed. Your Directors place on
record their appreciation for the devoted services rendered by the
employees of the Company.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their sincere thanks to the
valued guests, suppliers and the Financial Institution for their
support, co-operation and guidance.
Your Directors take the opportunity to express their sincere thanks to
all the investors, shareholders and stakeholders for their continued
confidence in the company.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff, contributing in Management and company affairs & delivering
a sound performance by competing with the other players in the market.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
AMIT GARG
Director
PUSHPENDRA BANSAL
Executive Director
Place: Baroda
Date : 29th August, 2012
Registered Office:
Revival Hotel, Near Sayaji Gardens,
Kala Ghoda Chowk, University Road,
Baroda - 390 002
Mar 31, 2010
The Directors have pleasure in presenting the 24th Annual Report of
your Company together with the Audited Financial Statements and Report
of Auditors thereon for the year ended 31st March, 2010.
FINANCIAL RESULTS
(Rs. in Lacs)
For the year For the year
Particulars Ended Ended
31.03.2010 31.03.2009
Net Income 553.90 580.40
Net Profit before tax 84.16 79.44
Less: Provision for Tax 8.92 1.05
Net Profit after tax 75.24 78.39
Add: Profit / (Loss) brought forward (195.68) (274.07)
Balance carried over to Balance Sheet (120.44) (195.68)
DIVIDEND
In view of the carried forward losses, Directors of your Company regret
its inability to recommend any Dividend on equity shares for the year
under review.
FIXED DEPOSITS
Your Company has not accepted any fixed deposits within the meaning of
Companies (Acceptance of Fixed Deposits) Rule, 1975 under section 58A
of the Companies Act, 1956.
PARTICULARS OF EMPLOYEES
During the year under report, the Company had no employees covered
under section 217 (2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975.
DIRECTORS RESPONSIBILITY STATEMENT
Your Directors confirm:
(i) that in the preparation of the annual accounts for the financial
year ended 31st March, 2010, the applicable accounting standards have
been followed along with proper explanation relating to material
departures.
(ii) that the Directors have selected such accounting policies and
applied that consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial year ended 31st
March, 2010 and of the profit of the Company for the year.
(iii) that the Directors 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 to the best of their knowledge and ability.
(iv) that the Directors have prepared the accounts for the financial
year ended 31st March, 2010, on a going concern basis.
DIRECTORS
Shri Amit Garg and Shri Sanjay Mangal Directors retire by rotation at
the ensuing Annual General Meeting and being eligible, offer themselves
for re-appointment.
AUDITORS
M/s. J. M. Pabari & Associates, Chartered Accountants, Baroda retire at
the ensuing Annual General Meeting and being eligible, offer themselves
for re-appointment. Your Directors recommend their re-appointment.
The auditors in their report have referred to the notes forming part of
the accounts. The said notes are self explanatory and do not need any
further elucidation.
CORPORATE GOVERNANCE
As per the requirement of the Listing Agreement with Stock Exchanges,
your Company has complied with the requirements of Corporate Governance
in all material aspects.
A report on Corporate Governance together with a certificate of its
compliance from the Statutory Auditors, forms parts of this report.
INDUSTRIAL RELATIONS
During the period under review, the relations with the most valuable
human resources of the Company remained cordial and peaceful. Your
Directors wish to place on record their appreciation for the devoted
services rendered by the staff of the Company.
ACKNOWLEDGMENTS
Your Directors place on record their appreciation for the continued
co-operation and support extended to the Company by the Financial
Institutions, the Bankers and Shareholders. Your Directors also wish to
record their recognition of the Customer Support and Patronage by the
Corporate Houses in and around
Baroda.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff, resulting in the successful performance during the year.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Place: Baroda PUSHPENDRA BANSAL AMIT GARG
Date : 31st July, 2010 Executive Director Director
Registered Office:
Revival Hotel, Near Sayaji Gardens,
Kala Ghoda Chowk, University Road,
Baroda - 390 002
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