Mar 31, 2014
Dear Members,
The Directors take pleasure in presenting the Twentieth Annual Report
of the Company together with the Audited Accounts for the year ended
31st March, 2014.
1. FINANCIAL HIGHLIGHTS
The financial results of the Company are summarized below:
2013-14 2012-13
Rs. Rs.
Profit before Depreciation 9,90,279 14,84,657
Less: Depreciation 2,68,272 3,09,935
Provision for Taxation:
Current Tax 5,65,000 3,75,350
Deferred Tax written back (1,096) (11,369)
Profit after tax 1,58,103 8,10,741
Add: Balance brought forward from
previous year 44,83,060 36,72,319
Profit carried forward to Balance Sheet 37,97,531 44,83,060
2. PERFORMANCE REVIEW & OPERATIONS
Due to the economic slowdown, particularly in the financial sector, the
performance of your Company during the year under review was not up to
the mark and achieved a revenue from operation ''1,54,80,441/- as
compared to ''2,44,32,821/- during the previous year. However, your
Company made a profit of ''1,58,103/- as compared to last year profit of
''8,10,741/-.
Your Company has been mainly into investment activities. However with a
view to diversify its business operations, your Company has
participated in the bid for empanelment as an Enrolling Agency for
undertaking demographic and biometric data collection for UIDAI
(AADHAAR Cards). The Company application was approved by the Unique
Identification Authority of India, Planning Commission, Government of
India and your Company has been empanelled as an Enrolling Agency for
the states of West Bengal, Bihar, Rajasthan, Assam and Jharkhand. The
Company is looking for various possibilities for undertaking the said
business.
3. DIVIDEND
In order to plough back the profits for future requirements of the
Company, no dividend is being declared for the year under review.
4. DIRECTORS
In accordance with the provisions of Section 152 of the Companies Act,
2013 and Articles of Association of the Company, Mr. Aditya Doshi
(DIN-05187477), Director of the Company, retires by rotation at the
ensuing Annual General Meeting and being eligible, offers himself for
re-appointment.
5. STATUTORY DISCLOSURES
None of the Directors of the Company are disqualified as per the
provisions of Section 264 of the Companies Act, 2013. The Directors
have made the necessary disclosures as required by the various
provisions of the Act and clause 49 of the Listing Agreement.
6. AUDITORS AND AUDITORS'' REPORT
M/s. Bhandari B. C. & Co.(Firm Reg. No. 311082E), Chartered
Accountants, the Statutory Auditors of the Company are retiring at the
conclusion of the forthcoming Annual General Meeting and being
eligible, offer themselves for re-appointment. As required under the
provisions of Section 141(3)(g) of the Companies Act, 2013, the Company
has received written confirmation from them, that their re-appointment
as Auditors, if made, would be in conformity with the limits prescribed
in the said section and that they are not disqualified from being
appointed as the Auditors of the Company within the meaning of Section
141 of the said Act.
The notes on Financial Statements referred to in the Auditors'' Report
are self-explanatory and hence do not require any further explanation
from the Directors of the Company on the same.
7. DIRECTORS'' RESPONSIBILITY STATEMENTS
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Board of
Directors of the Company hereby state and confirm:
i) that in the preparation of the Annual Accounts for the year ended
31st March, 2014, the applicable Accounting Standards have been
followed along with proper explanation relating to material departures;
ii) that 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 as at 31st March, 2014 and of the profit for
the year ended as on that date;
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; and
iv) that the Directors had prepared the Annual Accounts on a going
concern basis.
8. PARTICULARS OF EMPLOYEES
During the year under review no employee of the Company was in receipt
of remuneration for the whole or part of the year exceeding the limits,
prescribed under Section 217(2A) of the Companies Act, 1956, read with
Companies (Particulars of Employees) Rules, 1975.
9. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars required under Section 217(1)(e) of the Act, read with the
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules, 1988 relating to conservation of energy and
technology absorption, are not applicable to the Company. There was no
foreign exchange earnings and outgo during the year under review.
10. CORPORATE GOVERNANCE
Your Company is committed to good Corporate Governance practices. The
Company''s Corporate Governance practices are in accordance with the
relevant clauses of the Listing Agreement. A separate Section on
Corporate Governance is included and the certificate from the Auditors
of the Company regarding the compliances of the conditions of the
Corporate Governance is given in annexure attached to and forming part
of the Corporate Governance Report.
11. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as
stipulated under Clause 49 of the Listing Agreement with the stock
exchanges, is presented in a separate section forming part of the
Annual Report.
12. ACKNOWLEDGEMENT
Your Directors would like to place on record their sincere appreciation
for the continued support received by the Company from the
shareholders, employees and bankers during the year under report.
For & on behalf of the Board
Place : Kolkata Aditya Doshi Ram Kumar Dalmia
Date : 22nd August, 2014 Whole-time
Director & CEO Director
Registered Office:
Raj Kamal Building,
1st Floor Beda Nand Choudhary Atul Kaushik
128, Rash Behari
Avenue, Kolkata
- 700029 Director Director
Mar 31, 2013
The Directors Take Pleasure in Presenting the Nineteenth Annual Report
of the Company together with the Audited Accounts for the year ended
31st March, 2013.
1. FINANCIAL HIGHLIGHTS
The financial results of the Company are summarized below:
2012-13 2011-12
(Rs.) (Rs.)
Profit before Depreciation 14,84,657 15 80 245
Less: Depreciation 3,09,935 2,83,626
Provision for Taxation:
Current Tax 3,75,350 3,86,000
Deferred Tax written back 8,10,741 9,19,259
Add: Balance brought forward
from previous year 36,72,319 27 53 060
Profit carried forward to
Balance Sheet 44,83,060 36,72,319
PERFORMANCE REVIEW & OPERATIONS
Due To the economice silowown Particlary in the Finaceal Sector, the
Performjanceof your Company during the Year under the Year review was
not upto the mark and achived of Rs.22,068,355 as compared to
Rs.63,739,388 during the Previous year Howerever Your Company made a
Profit Of Rs.8.10.741 as Compared to Last Year Profit Rs.919.259.
Your Company has been mailny into investment activites with a view to
Diversilfy its businees operation Your Compant has ParticePad in the
bid for empanement as an enroling as on Enrolling Agency For During the
financial year 2012-13 due to unavoidable circumstances, there was a
delay in making renewal appLtion to the on Authority ol India, Planning
Commission, Government of India. Howeverthe The in the month of June.
2013 and awaiting
The Company is looking for various possibilities for undertaking the
said business
3. DIVIDEND
In order Plough back the Profits for future requirements of the
Company no Divident is being declared for the Year under review.
4. DIRECTORS
In accorornace withRequirement of the Companies Act, 1956andArticles of
Association of the Company, Annual General Meeting and oeing eligible,
otters himself tor re-appointment.
5. STATUTORY DISCLOSURES
None of the Directors of the Company are disqualified as per the
provisions of Section 274(1)(q) of the Companies Act, 1956. The
Directors have made the necessary disclosures as required by the va
iou! provisions of the Act and clause 49 of the Listing Agreement.
6. AUDITORS
M/ Bhandari B.C.&. Co Accountants, the Statutory Auditors of the
Company are retiring at the conclusion of the forthcoming Annual
General Meeting and being eligible, offer themselves for re-
appointment. As required under the provisions of Section 224(1 B) of
the Companies Act, 1956. the Company in conformity with the limits
prescribed ,n the said section and that they are not disqualified from
being appointed as the Auditors of the Company within the meaning of
Section 226 of the said Act.
7. AUDITORS'' REPORT
The Auditors'' Report and the notes forming part of the accounts are
self-explanatory and hence do not require any further explanation from
the Directors of the Company on the same.
8. DIRECTORS'' RESPONSIBILITY STATEMENTS
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Board of
Directors of the Company hereby state and confirm:
i) that in the preparation of the Annual Accounts, the applicable
Accounting Standards had been followed along with proper explanation
relating to material departures;
ii) that 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 as at 31st March, 2013 and of the profit for
the year ended as on that date;
iii) that the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities; and
iv) that the directors had prepared the Annual Accounts on a going
concern basis,
9. PARTICULARS OF EMPLOYEES
During the year under review no employee of the Company was in receipt
of remuneration for the whole or part of the year exceeding the limits,
prescribed under Section 217(2A) of the Companies Act, 1956, read with
Companies (Particulars of Employees) Rules, 1975.
10. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars required under Section 217(1)(e) of the Act, read with the
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules, 1988 relating to conservation of energy and
technology absorption, are not applicable to the Company. There was no
foreign exchange earnings and outgo during the year under review.
11. CORPORATE GOVERNANCE
Your Company is committed to good Corporate Governance practices. The
Company''s Corporate Governance practices are in accordance with the
relevant clauses of the Listing Agreement. A separate Section on
Corporate Governance is included in the Annual Report and the
certificate from the Auditors of the Company regarding the compliances
of the conditions of the Corporate Governance is given in annexure
attached to and forming part of the Corporate Governance Report,
12. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as
stipulated under Clause 49 of the Listing Agreement with the stock
exchanges, is presented in a separate section forming part of the
Annual Report.
13. ACKNOWLEDGEMENT
Your Directors would like to place on record their sincere appreciation
for the continued support received by the Company From the
shareholders, employees and bankers during the year under report.
For & on behalf of the Board
Place : Kolkata Aditya Doshi Ram Kumar Dalmia
Date : 8th July, 2013 Whole-time Director & CEO Director
Registered Office:
Raj Kamal Building,
1st Floor Beda Nand
Choudhary Atul Kaushik
128. Rash Behari Avenue,
Kolkata - 700029 Director Director
Mar 31, 2012
The Directors take pleasure in presenting the Eighteenth Annua! Report
of the Company together with the Audited Accounts for the year ended
31st March' 2012.
1. FINANCIAL HIGHLIGHTS
The financial results of the Company are summarized below:
2011-12 2010-11
(Rs.) (Rs.)
Profit before Depreciation 15'80'245 7'68'256
Less Depreciation 2'86'626 2'38'336
Provision for Taxation:
Current Tax 3'86'000 1'66'576
Deferred Tax written back (11'640) 6'691
Profit after tax 9'19'259 3'56'653
Add: Balance brought
forward from
previous year 27'53'060 23'96'407
Profit carried forward to
Reserve & Surplus 36'72'319 27'53'060
2. PERFORMANCE REVIEWS OPERATIONS
Inspite of the economic slowdown' particularly in the financial sector'
your company performed reasonably during the year under review and
achieved a turnover of Rs 63'793'388 as compared to Rs. 8'770'739
during the previous year. Your company made a profit of Rs. 9'19'259 as
compared to last yearprofit of Rs. 3'56.653 Your Company has been mainly
into investment activities. However with a view to diversify its
business operations' your Company has participated in the bid for
empanelment as an Enrolling Agency for undertaking demographic and
biometric data collection for UIDAI (AADHAAR Cards). The Company
application was approved by the Unique Identification Authority of
India. Planning commission. Government of India and your company has
been empanelled as an Enrolling Agency for the state of West Bengal.
Bihar' Rajasthan' Assam and Jharkhand. The Company is looking for
various possibilities for undertaking the said business.
3. DIVIDEND
in order to plough back the profits for future requirements of the
company' no dividend is being declared for the year under review
4. DIRECTORS
In accordance with the requirements of the Companies Act. 1956 and
Articles of Association of the Company' Mr Beda Nand Choudhary' Director
of the Company' retires by rotation at the ensuing Annual General
Meeting and being eligible' offers himself for re-appointment.
Mr. Aditya Doshi was appointed as an Additional Director of the Company
w.e.f 13th February. 2012 in terms of Section 260 of the Companies Act'
1956 Further the Board appointed Mr. Aditya Doshi as a Whole-time
Director ofthe Company for a period of 3 years w.e.f .1st September.
2012 Mr. Jitendra Patnaik resigned from the directorship ofthe Company
w.e.f 13.02.2012
5. STATUTORY DISCLOSURES
None of the Directors of the Company are disqualified as per the
provisions of Section 274(1 )(g) of the Companies Act' 1956. The
Directors have made the necessary disclosures as required by the
various provisions of the Act and clause 49 of the Listing Agreement
6. AUDITORS
M/s. Bhandari B. C. & Co ' Chartered Accountants' the Statutory
Auditors of the Company are retiring at the conclusion of the
forthcoming Annual General Meeting and being eligible' offer themselves
for re-appointment. As required under the provisions of Section 224(1
B) of the Companies Act' 1956' the Company has received written
confirmation from them' that their re-appointment as Auditors' if made'
would be in conformity with the limits prescribed in the said section
and that they are not disqualified from being appointed as the Auditors
of the Company within the meaning of Section 226 of the said Act
7. AUDITORS'REPORT
The Auditors' Report and the notes forming part of the accounts are
self-explanatory and hence do not require any further explanation from
the Directors of the Company on the same.
8. DIRECTORS' RESPONSIBILITY STATEMENTS
Pursuant to Section 217(2AA) of the Companies Act' 1956. the Board of
Directors of the Company hereby state and confirm:
i) that in the preparation of the Annual Accounts' the applicable
Accounting Standards had been followed along with proper explanation
relating to material departures:
ii) that the Directors had selected such accounting policies and
applied them consistently ana made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31' March. 2012 and of the profit for
the year ended as on that date.
iii) that the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act. 1956 for safeguarding the assets
of the Company and for preventing and detecting fraud and other
irregularities: and
iv) that the directors had prepared the Annual Accounts on a going
concern basis
9. PARTICULARS OF EMPLOYEES
During the year under review no employee of the Company was in receipt
of remuneration for the whole or part of the year exceeding the limits'
prescribed under Section 217(2A) of the Companies Act' 1956' read with
Companies (Particulars of Employees) Rules' 1975.
10. CONSERVATION OF ENERGY' TECNOLOGY ABSORPTION' FOREIGN EXCHANGE
EARNINGS ANDOUTGO
Particulars required under Section 217(1)(e) of the Act' read with the
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules' 1988 relating to conservation of energy and
technology absorption' are not applicable to the Company. There was no
foreign exchange earnings and outgo during the year under review.
11. CORPORATE GOVERNANCE
Your Company is committed to good Corporate Governance practices. The
Company's Corporate Governance practices are in accordance with the
relevant clauses of the Listing Agreement. A separate section on
Corporate Governance is included in the Annual Report and the
certificate from the Auditors of the Company regarding the compliances
of the conditions of the Corporate Governance is given in annexure
attached to and forming part of the Corporate Governance Report.
12. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as
stipulated under Clause 49 of the Listing Agreement with the stock
exchanges' is presented in a separate section forming part of the
Annual Report.
13. ACKNOWLEDGEMENT
Your Directors would like to place on record their sincere appreciation
for the continued support received by the Company from the
shareholders' employees and bankers during the year under report
For & on behalf of the Board
Beda Nand Choudhary
Director
Ram Kumar Dalmia
Director
Place : Kolkata
Date : 14'th August' 2012
Registered Office:
Raj Kamal Building' 1st Floor
128' Rash Behari Avenue
Kolkata 700029
Mar 31, 2011
The Directors take pleasure in presenting the 17th Annual Report of
the Company together with the Audited Accounts for the year ended 31st
March, 2011.
1. FINANCIAL HIGHLIGHTS
The financial results of the Company are summarized below:
(In Rupees)
2010-11 2009-10
Profit before Depreciation 7,68,256 25,06,524
Less: Depreciation 2,38,336 2,22,789
Provision for Taxation:
Current Tax 1,66,576 3,50,000
Deferred Tax 6,691 (39,665)
Profit after tax 3,56,653 19,73,400
Add: Balance brought
forward from previous year 23,96,407 4,23,007
Profit carried forward
to Balance Sheet 27,53,060 23,96,407
2. PERFORMANCE REVIEW
In spite of the economic slowdown, particularly in the financial
sector, your company performed reasonably during the year under review
and achieved a turnover of Rs.87,70,739 as compared to Rs.84,272,934
during the previous year. Your company made a moderate profit of Rs.
3,56,653 as compared to last year profit of Rs.19,73,400.
3. SHARE CAPITAL
In term of the special resolution passed in the last Annual General
Meeting of the Company held on 10th September, 2010, the Company has
issued 36,50,000 share warrants on preferential basis on 12th October,
2010. Subsequently the company allotted 36,50,000 equity shares of Rs.
10/- each at a premium of Rs.10/- per share on 21.03.2011 upon
exercise of conversion rights by the warrant holders. The said equity
shares are locked in for a period of one year from 21.03.2011 to
20.03.2012. Consequent upon allotment of above equity shares, the
paid-up Share Capital of the Company is increased to Rs.6,65,00,000/-.
The new equity shares issued as aforesaid rank pari passu with the
existing equity shares of your Company.
4. DIVIDEND
In order to plough back the profits for future requirements of the
company, no dividend is being declared for the year under review.
5. DIRECTORS
In accordance with the requirements of the Companies Act, 1956 and
Articles of Association of the Company, Shri Ram Kumar Dalmia, Director
of the Company, retires by rotation at the ensuing annual general
meeting and being eligible offers himself for re-appointment.
6. STATUTORY DISCLOSURES
None of the Directors of the Company are disqualified as per the
provisions of Section 274(1 )(g) of the Companies Act, 1956. All the
Directors have made the necessary disclosures as required by the
various provisions of the Act and clause 49 of the Listing Agreement.
7. AUDITORS
M/s. Bhandari B. C. & Co., Chartered Accountants, the Statutory
Auditors of the Company are retiring at the conclusion of the
forthcoming Annual General Meeting and being eligible, offer themselves
for re-appointment. As required under the provisions of Section 224(1
B) of the Companies Act, 1956, the Company has received written
confirmation from them, that their re-appointment as Auditors, if made,
would be in conformity with the limits prescribed in the said section
and that they are not disqualified from being appointed as the Auditors
of the Company within the meaning of Section 226 of the said Act.
8. AUDITORS' REPORT
The Auditors' Report and the notes forming part of the accounts are
self-explanatory and hence do not require any further explanation from
the Directors of the Company on the same.
9. DIRECTORS' RESPONSIBILITY STATEMENTS
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Board of
Directors of the Company hereby state and confirm:
i) that in the preparation of the Annual Accounts, the applicable
Accounting Standards had been followed along with proper explanation
relating to material departures;
ii) that 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 as at 31st March, 2011 and of the profit for
the year ended as on that date;
iii) that the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities and
iv) that the directors had prepared the Annual Accounts on a going
concern basis.
10. PARTICULARS OF EMPLOYEES
During the year under review no employee of the Company was in receipt
of remuneration for the whole or part of the year exceeding the limits,
prescribed under Section 217(2A) of the Companies Act, 1956, read with
Companies (Particulars of Employees) Bules, 1975.
11. CONSERVATION OF ENERGY, TECNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars required under Section 217(1)(e) of the Act, read with the
Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules, 1988 relating to conservation of energy and
technology absorption, are not applicable to the Company. There was no
foreign exchange earnings and outgo during the year under review.
12. CORPORATE GOVERNANCE
Your Company is committed to good Corporate Governance practices. The
Company's Corporate Governance practices are in accordance with
Companies Act, 1956 and the relevant clauses of the Listing Agreement.
A separate section on Corporate Governance is included in the Annual
Report and the certificate from the Auditors of the Company regarding
the compliances of the conditions of the Corporate Governance is given
in annexure attached to and forming part of the Corporate Governance
Report.
13. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A detailed review of the progress and future outlook of the Industry
and the Company and its business, as stipulated under Clause 49 of the
Listing Agreement with the stock exchanges, is presented in a separate
section forming part of the Annual Report.
14. ACKNOWLEDGEMENT
The Board wishes to place on record their gratitude for the
co-operation and assistance received from the banks, shareholders and
employees and thank them for their continued support.
Your Directors take this opportunity to place on record their deep
appreciation for the whole -hearted and sincere co- operation the
Company has received from all concerned.
By order of the Board
Beda Nand Choudhary Ram Kumar Dalmia
Director Director
Registered Office:
Raj Kamal Building, 1st Floor
128, Rash Behari Avenue
Kolkata - 700029
Date : 30th August, 2011
Mar 31, 2010
The Directors present the 16th Annual Report of the Company, together
with the Audited Accounts for the year ended 31st March, 2010.
1. FINANCIAL HIGHLIGHTS
The financial results of the Company are summarized below:
(In Rupees)
2009-10 2008-09
Profit/(Loss) before Depreciation 25,06,524 1,84,736
Less: Depreciation 2,22,789 2,75,291
Provision for Taxation:
Current Tax 3,50,000 14,675
Deferred Tax written back (39,665) (1,07,813)
Fringe Benefit Tax - 45,364
Income Tax written back - (9,45,984)
Amount transferred
to special Reserve - 1,80,640
Profit/(Loss) after tax 19,73,400 9,03,203
Add: Balance brought forward
from previous year 4,23,007 (2,99,556)
Profit/(Loss) carried forward to
Balance Sheet 23,96,407 4,23,007
2. DIVIDEND
No Dividend is being declared for the year under review.
3. CHANGE IN MANAGEMENT/CONTROL
As you are aware, the erstwhile promoters of your company entered into
Share Purchase Agreement on 31stAugust, 2009 with Vista Vyapaar Private
Limited and/or its nominees for indirect sale of equity shares of your
Company. Pursuant to this agreement and pursuant to SEBI (Substantial
Acquisition of Shares and Takeover) Regulations, Vista Vyapaar Private
Limited made an open offer for purchase of 20% equity shares of the
Company and the open offer was completed on 12th January, 2010. All the
regulatory approvals required for giving effect to the Share Purchase
Agreement were obtained by the Company. With the completion of the
process, your companys management and control has been changed from
14th January, 2010.
4. DIRECTORS:
Pursuant to the Share Purchase Agreement, ail the Directors on the
Board of the Company resigned and the Board of Directors of the Company
has been reconstituted on 14th January, 2010.
Name of Director Date of resignation
Mrs. Valsa Mathew 14th January, 2010
Mr. Dilip Cherian 14th January, 2010
Mr. Sekhar Sukla 14th January, 2010
Mr. Deb Kumar Guin 14th January, 2010
Mr. Bibhash Bangal 18th August, 2009
Mr. Beda Nand Choudhary, Mr. Ram Kumar Dalmia (independent) and Mr.
Jitendra Patnaik (independent) have been appointed as Additional
Director at the Board Meeting held on 14* January, 2010 and Mr. Atul
Kaushik has been appointed as an additional director (independent) at
the board meeting held on 30* July, 2010
The Company has received notice under Section 257 of the Companies Act,
1956 proposing the names of the Additional Directors for
re-appointment. The Company shall place the necessary resolution for
reappointment of Directors for approval of members.
Your Directors place on record their appreciation for the valuable
services rendered by the outgoing Directors during their tenure as
Directors of the Company.
11. DIRECTORSRESPONSIBILITY STATEMENTS PURSUANT TO SECTION 217 (2AA)
OF THE COMPANIES ACT, 1956:
The Directors hereby confirm:
i) That in the preparation of the Annual Accounts, the applicable
Accounting Standards had been followed along with proper explanation
relating to material departures;
ii) That 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) That the Directors had 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; and
iv) That the directors had prepared the Annual Accounts on a going
concern basis.
12. AUDITORS:
M/s. Bhandari B. C. & Co., Chartered Accountants, Kolkata, retire as
Auditor of the Company at the conclusion of forthcoming Annual General
Meeting and is eligible for reappointment.
13. PARTICULARS OF EMPLOYEES :
During the year under review no employee of the Company was in receipt
of remuneration for the whole or part of the year exceeding the limits,
prescribed under Section 217 (2A) (d) of the Companies Act, 1956, read
with the Companies (Particulars of Employees) Rules 1975 as amended.
14. CONSERVATION OF ENERGY, TECNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The company had no activities relating to conservation of energy and
technology absorption. There is no foreign exchange earnings and outgo
during the year under review.
15. CORPORATE GOVERNANCE:
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, Corporate Governance report and certificate regarding
Compliance of conditions of Corporate Governance was made part of the
annual Report.
16. FORWARD-LOOKING STATEMENTS
This Report contains forward-looking statements that involve risks and
uncertainties. Where used in this Report the words "anticipate",
"believe", "estimate", "expect", "intend", "will" and other similar
expressions as they relate to the Company and/or its business are
intended to identify such forward looking statements. The Company
undertakes no obligation to publicly update or revise any forward
looking statements, whether as a result of new information, future
events or otherwise. Actual results, performances or achievements could
different materially from those expressed or implied in such forward
looking statements. Readers are cautioned not to place undue reliance
on those forward looking statements that speak only as of their dates.
This report should be read in conjunction with the financial statements
included herein and the notes thereto.
17. ACKNOWLEDGEMENT:
The Board wishes to place on record their gratitude for the co-
operation and assistance from the banks, shareholders and employees and
thank them for their continued support.
By order of the Board
Beda Nand Choudhary Ram Kumar Dalmia
Director Director
Registered Office:
"Raj Kamal Building", 1st Floor
128, Rash Behari Avenue
Kolkata 700029
Date:11th August, 2010