Mar 31, 2015
Dear Shareholders,
The Directors are pleased to present the 33rd Annual Report together
with the Audited Statement of Accounts and the Auditors Report of your
Company for the year ended 31st March, 2015.
The Financial highlights for the year under review are given below:
FINANCIAL RESULTS
(Rs. in lacs)
Particulars 31st March, 2015 31st March, 2014
Income 113.71 92.48
Less: Expenses 73.28 63.23
Profit before Depreciation &
Taxation 40.43 29.25
Less:
Depreciation 27.56 21.81
Profit before
Taxation 12.87 7.44
Less:
Taxation 4.31 1.24
Add: Deferred
Tax (4.03) (1.23)
Less: Taxation for earlier
year 0 0.61
Net
Taxation 0.28 0.62
Profit after
Taxation 12.59 6.82
Balance as per last Balance
Sheet 583.83 577.01
Less: Depreciation in respect
of assets whose useful life is
over 9.98 0
Add: Transfer from General
Reserve 9.98 0
Balance carried to Balance Sheet 596.42 583.83
OPERATIONS
The Total Income for the financial year under review is Rs. 113.71 lacs
against Rs. 92.48 lacs in previous year. The Net Profit generated by
the Company during the year under review is Rs. 12.59 lacs as compared
to Rs. 6.82 lacs during the previous year.
DIVIDEND AND TRANSFER TO RESERVE
Due to requirement of funds for the existing business activities, your
directors do not propose to declare any dividend for the financial year
2014-2015. Hence there has been no transfer to Reserves during the
financial year 2014-2015.
PUBLIC DEPOSITS
During the year under review, the Company has neither invited nor
accepted any deposits from public.
CHANGE IN THE NATURE OF BUSINESS
There is no change in the nature of business of the Company during the
year under review.
SHIFTING OF REGISTERED OFFICE
The Company has shifted its registered office to Room No. 407, 4th
Floor of premises No. 4, Clive Row, Kolkata - 700001 w.e.f 05th
January, 2015 for better accommodation.
COMPLIANCE WITH THE ACCOUNTING STANDARDS
The Company prepares its accounts and other financial statements in
accordance with the relevant accounting principles and also complies
with the accounting standards issued by The Institute of Chartered
Accountants of India.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
At the Annual General Meeting of the Company held on 25/08/2014, the
Members had approved the terms of appointment of Mr. Hanuman Ma! Singhi
upto (28/05/2017), Mr. Netra Bahadur Ranabhat (12/11/2018), Mrs.
Chanderkala Devi Lakhotia (five years upto the conclusion of thirty
Seven Annual General Meeting) as Independent Directors of the Company.
Mr. Rahul Anand Fulfagar retires by rotation and being eligible has
offered himself for re-appointment.
During the year, the Non-executive Director of the company had no
pecuniary relationship or transaction with company.
The Company has been appointed Mr. Ganga Sahai as a Chief Financial
Officer with terms, pursuant to the provisions of Section 203 of the
Companies Act, 2013 along with applicable Rules and requirements of the
Listing Agreement of the Stock Exchanges with effect from 31/03/2015.
Ms. Kapila Tanwar, Member of The Institute of Company Secretaries of
India has been appointed as Company Secretary (Key Managerial
Personnel) cum Compliance Officer of the Company w.e.f 11/08/2015
pursuant to Section 203 and other applicable provisions of the
Companies Act, 2013, in place of Ms. Kavita Dhanerwal, Company
Secretary cum Compliance Officer of the Company who has resigned due to
her pre -occupation on11/08/2015.
The Notice convening the Annual General Meeting includes the proposals
for appointment / re-appointment of the Directors. Brief resumes of the
Directors proposed to be appointed / re-appointed have been provided as
an Annexure to the Notice convening the Annual General Meeting.
POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION
The Company's 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 of the Companies Act, 2013 has been disclosed in the
Corporate Governance Report, which forms the part of the Directors
Report.
REMUNERATION OF THE KEY MANAGERIAL PERSONNEL
Mr. Bharat Kumar Sah (Whole Time Director) has received remuneration of
Rs. 290500/- during financial year 2014- 2015.
DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013
The Company has not employed any employees whose remuneration falls
within the purview of the limits prescribed under the provisions of
Section 197 of the Companies Act, 2013, read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134 (5) of the Companies Act,
2013 with respect to the Directors responsibility statement, it is
hereby confirmed that:
(i) in the preparation of the annual accounts for the year ended 31st
March, 2015, the applicable Accounting Standards have been followed
along with proper explanation relating to material departures, if any;
(ii) 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 31st March, 2015 and of
the profits of the Company for the year ended on that date;
(iii) the directors have 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) that the annual accounts have been prepared on a going concern
basis;
(v) that Directors have laid down internal financial controls to be
followed by the Company and such Internal Financial Controls are
adequate and operating effectively;
(vi) that Directors have devised proper systems to ensure compliance
with the provisions of all applicable laws we're and that such systems
and were adequate and operating effectively.
AUDIT COMMITTEE
The Board has well-qualified Audit Committee with majority of
Independent Directors including Chairman. They possess sound knowledge
on Accounts, Audit, Finance, Taxation, Internal Controls etc. The
details of the Composition of the Audit Committee are given in the
Corporate Governance Report. The details pertaining composition of
Audit Committee are included in the Corporate Governance Report.
The Company Secretary of the Company acts as Secretary of the
Committee.
During the year, there are no instances where the Board had not
accepted the recommendations of the Audit Committee.
NOMINATION AND REMUNERATION COMMITTEE AND POLICY
The Company has duly constituted Nomination and Remuneration Committee
to align with the requirements prescribed under Section 178 of the
Companies Act, 2013 and the revised Clause 49 of the Listing Agreement.
The Company's policy appointment and remuneration and other matter
provided in Section 178(3) of the Companies Act, 2013 has been
disclosed in the Corporate Governance Report, which part of the
director's report.
RISK MANAGEMENT
The Board of the Company has formed a Risk Management Committee to
frame implement and monitor risk management plan for the Company. The
Committee is responsible for reviewing the risk management and ensuing
its effectiveness. The Audit Committee has additional oversight in the
area of financial risks control. Major risk identified by the business
and function are systematically addressed through mitigating actions on
a continuing basis.
NO OF MEETING OF THE BOARD
During the year, 7 (seven) Board Meetings were convened and held.
EXTRACT OF ANNUAL RETURN
Pursuant to the provisions of Section 134 (3)(a) of the Companies Act,
2013, Extract of the Annual Return for the financial year ended 31st
March, 2015 made under the provisions of Section 92 (3) of the Act in
Form MGT-9 is annexed herewith as "Annexure A".
DECLARATION OF INDEPENDENT DIRECTORS
All the Independent Directors have given declaration that they meet the
criteria of Independence as laid down U/S 149(6) of the Companies Act,
2013 and Clause 49 of the Listing Agreement entered into with Stock
Exchange(s) so as to qualify themselves to be appointed as Independent
Directors.
DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
The Company has not developed and implemented any Corporate Social
Responsibility initiatives as the said provisions are not applicable.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of
the Listing Agreement, the Board has carried out an Annual Performance
evaluation of its own performance, the Directors individually as well
as the evaluation of the working of its various Committees.
A separate exercise was carried out to evaluate the performance of
individual Directors including the Chairman of the Board, who were
evaluated on parameters such as level of engagement and contribution,
independence of judgment, safeguarding the interest of the Company and
its minority shareholders etc.
The performance evaluation of the Independent Directors was carried out
by the entire Board.
The performance evaluation of the Chairman and Non-independent
Directors was carried out by the Independent Directors at their
separate Meeting.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Board of Directors has adopted the Whistle Blower policy. The
policy has provided a mechanism for director employees and other
persons dealing with the Company to report to the Chairman of the Audit
Committee any instances of unethical behavior actual or suspended
framed or violation of the code of conduct of the Company .
PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS
There were no loans, guarantees or investments made by the Company
under Section 186 of the Companies Act, 2013 during the year under
review and hence the said provision is not applicable. However, the
Company has made investments in earlier years, details of which are
given in the Financial Statements.
RELATED PARTY TRANSACTIONS
There were no contracts or arrangements made with related parties as
defined under Section 188 of the Companies Act, 2013 during the year
under review and hence, enclosing of Form AOC-2 is not required.
The Company has developed a Related Party Transactions Policy for the
purpose of identification and monitoring of such type of transactions.
SUBSIDIARIES. JOINT VENTURES AND ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Joint Venture or Associate
Company.
AUDITORS AND REPORTS
The matters related to Auditors and their Reports are as under:
1. Statutory Auditor and their Report:
At the Annual General Meeting held on 25/08/2014, M/s Mohindra Arora &
Co., Chartered Accountant, were appointed as Statutory Auditors of the
Company to hold office till the conclusion of Annual General Meeting to
be held in the calendar year 2018. In terms of the first proviso to
Section 139 of the Companies Act, 2013, the appointment of the Auditors
is to be placed for ratification at every Annual General Meeting.
Accordingly the appointment of M/s Mohindra Arora & Co., Chartered
Accountant, as Statutory Auditors of the Company is placed for
ratification by the Shareholders. In this regard the Company has
received a Certificate from the Auditors to the effect that if they are
appointed it would be in accordance with the provision of Section 141
of the Companies Act, 2013.
The Report given by the Statutory Auditors for the Financial Statements
for the year ended 31st March, 2015 read with explanatory notes thereon
do not call for any explanation or comments from the Board under
Section 134(3) of the Companies Act, 2013.
2. Secretarial Auditor & her Report:
Ms. Kavita Thaker, Practicing Company Secretary was appointed to
conduct Secretarial Audit of the Company for the financial year 2014-15
as required under Section 204 of the Companies Act, 2013 and the Rules
there under. The Secretarial Audit report for the financial year
2014-15 forms part of the annual report as "Annexure B" to the Boards
Report. The said report does not contain any observation or
qualification requiring explanation or comments from the Board under
Section 134(3) of the Companies Act, 2013.
3. Internal Auditor
The Board has appointed M/s S. R. Ghedia & Associates, Chartered
Accountants as Internal Auditors of the Company for Financial Year
2014-2015 under provisions of Section 138 of the Companies Act, 2013
read with Rule 13 of the Companies (Accounts) Rules, 2014 as
recommended by Audit Committee.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size,
scale and complexity of its operations.
Based on the report of Internal Audit function, corrective action are
undertaken in the respective areas and thereby strengthen the controls.
Significant audit observations and corrective actions thereon are
presented to the Audit Committee of the Board.
During the year under review, no material or serious observation has
been received from the Internal Auditors of the Company for
inefficiency or inadequacy of such controls.
CORPORATE GOVERNANCE
The Company has complied with all the mandatory requirements of
Corporate Governance, as stipulated in Clause 49 of the Listing
Agreement with the Stock Exchanges. A separate report on Corporate
Governance and a Certificate from M/s. Mohindra Arora & Co., Statutory
Auditors, regarding compliance with the conditions of Corporate
Governance is given in a separate section and forms part of the Annual
Report.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, the Management Discussion & Analysis Report for the year
under review is given below :
Sales and Profitability
The current year was a challenging year for your Company. The Company
is trading in agricultural commodities and its allied products. The
Company has managed to maintain a growth trajectory in its financial
performance in the current year.
Marketing and Market Environment
The world is witnessing a new trend wherein developing countries like
India, China, Brazil & other emerging markets are driving the global
economy with their rising domestic consumption patterns. This sustained
increase in consumption has led to investment analysts realizing the
growth potential of a new asset class namely Commodities.
Commodities have also evolved as an asset class with the development of
various commodity future indices. The performance of commodities as an
asset class is usually measured by the returns on a commodity index,
such as the Rogers international Commodity Index (RICI), which tracks
the return in 36 different commodity products. In the last 9 years, the
RICI Index has given compounded annualized returns of 18.31% as
compared to 17.22% returns given by BSE SENSEX.
Future Prospects and Government Policy
India is set to emerge as the world's fastest-growing major economy by
2015 ahead of China, as per the recent report by The World Bank.
India's Gross Domestic Product (GDP) is expected to grow at 7.5 per
cent in 2015.
The improvement in India's economic fundamentals has accelerated in the
year 2015 with the combined impact of strong government reforms, RBI's
inflation focus supported by benign global commodity prices.
India's economy has witnessed a significant economic growth in the
recent past, growing by 7.3 per cent in 2015 as against 6.9 per cent in
2014. The size of the Indian economy is estimated to be at Rs. 129.57
trillion (US$ 2.01 trillion) for the year 2015 compared to Rs. 118.23
trillion (US$ 1.84 trillion) in 2014.
Risk and Concerns
The Company is consolidating its existing operations and the Company
has not taken is no new project in Company. The government policy will
address the widening demand-supply gap in food grain production.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE
EARNINGS AND OUTGO
The statement of particulars under Section 134(3)(m) of the Companies
Act, 2013 read with Rule 8(3) of the Companies (Accounts), 2014
regarding conservation of energy, technology absorption and Foreign
Exchange Earnings and outgo are given below:
a) Your Company has not consumed energy of any significant level.
Accordingly, no measures were taken for energy conservation and no
investment is required to be for reduction of energy consumption.
b) No comment is made on technology absorption, considering the nature
of activities undertaken by your Company during the year under review.
c) No Expenditure has been made for research and development during the
year under review.
d) There were no Foreign Exchange earnings or out go during the year
under review.
MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION
OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH
THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
No material changes and commitments affecting the financial position of
the Company occurred between the ends of the financial year to which
this financial statement relate on the date of this report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators
or Courts or Tribunals impacting the going concern status and Company's
operations in future. However, the Court and /or CLB imposed the
nominal fine to Directors and Key Managerial Personnel against certain
cases issued by the Ministry of Corporate affairs and same has been
disposed of and in spite of that some cases are still under process for
disposal.
LISTING OF SHARES
The Equity Shares of your Company are listed with The Calcutta Stock
Exchange Ltd. and are also traded under permitted category at BSE
Limited. Listing fees has already been paid in pursuance to Clause 38
of the Listing Agreement.
SHARES
The Company has neither issued shares & Securities or any other
instruments nor any corporate benefits during the year under review.
HRD INITIATIVES
Human Resources Development envisages the growth of the individual in
tandem with the organization. It also aims at the up-liftmen of the
individual by ensuring an enabling environment to develop capabilities
and to optimize performance.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE
(PREVENTION. PROHIBITION AND REDRESSAL1 ACT. 2013.
There were no cases filed pursuant to the Sexual Harassment of Woman at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
ADDITIONAL INFORMATION TO SHAREHOLDERS
All important and pertinent investor information such as financial
results, investor presentations, press releases, new launches and
project updates are made available on the Company's website
www.mavensbiotech.com on a regular basis.
CODE OF CONDUCT
As prescribed under Clause 49 of the Listing Agreement, a declaration
signed by Whole Time Director affirming compliance with the Code of
Conduct by the Directors and Senior Management Personnel of the Company
for the financial year 2014-15 forms part of the Corporate Governance
Report.
ACKNOWLEDGEMENT
Your Directors wish to place on record their appreciation and thankful
acknowledgement for valuable assistance the Company received from all
Lending Bankers.
By Order of the Board
For Mavens Biotech Limited
Place : Kolkata
Date : 20/08/2015 Bharat Kumar Sah
(Whole Time Director
Mar 31, 2014
Dear Shareholders,
The Directors are pleased to present the 32nd Annual Report together
with the Audited Statement of Accounts and the Auditors Report of your
company for the Year ended 31st March, 2014. The Financial highlights
for the year under review are given below:
FINANCIAL RESULTS
(Rs.in Lacs)
For the year ended 31st March, 2014 31st March, 2013
Total Income 3824.03 4582.14
Profit before Depreciation & Tax 29.25 102.76
Less  Depreciation 21.81 28.15
Profit before Tax 7.44 74.61
Less  Provision for Tax 0.62 3.89
Profit after Tax 6.82 70.72
Add: Balance of Profits for earlier
years 577.01 506.29
Balance available for Appropriation 583.83 577.01
PERFORMANCE
The Total Income for the financial year under review is Rs.3824.03 Lacs
against Rs. 4582.14 Lacs in previous year. The Net Profit generated by
the company during the year under review was Rs. 6.82 Lacs as compared
to Rs. 70.72 Lacs during the previous year.
DIVIDEND
Due to growing requirement of funds in business activities, your
Directors do not propose any dividend for the FY 2013-14 (Previous Year
 Nil).
DIRECTORS
As on date, the Board of Directors of the Company comprises Five
Directors of which three are Non- Executive Independent Directors in
terms of Clause 49 of the Listing Agreement and Section 149(6) of the
Companies Act, 2013. Appointment.
In terms of Section 149 of the Companies Act, 2013, an Independent
Director shall hold office for a term up to five years on the Board of
a Company.
The Board of Directors in their meeting held on 15.07.2014 has
appointed Mr. H. M. Singhi and Mr. N. B. Ranabhat as the Independent
Directors of the Company for a term of five consecutive years for a
term up to 28.05.2017 and 12.11.2018 respectively .
Mr. M. D. Kanther resigned from the Board and Audit Committee as well
as / Share Holders / Investors Grievances Committee w.e.f. 13/11/2013,
due to his preoccupation in other work. The Board places on record its
gratitude for the services rendered by him during the tenure as
director of the company.
Mr. H. S. D. Talreja resigned from the Board and Audit Committee as
well as / Share Holders / Investors Grievances Committee w.e.f.
13.11.2013 due to his preoccupation in other work. The Board places on
record its gratitude for the services rendered by him during the tenure
as director of the company.
Pursuant to section 149,152 Schedule IV of the Companies Act, 2013 read
with Companies (Appointment and Qualification of Director) Rules 2014,
Mrs. Chanderkala Devi Lakhotia (Woman Director) is appointed as
Independent Director of the company w.e.f 15.07.2014 for a term of five
years.
The tenure of Mr. Bharat Kumar Sah, Whole Time Director will expire on
31.07.2014 and his reappointment as Whole Time Director for further
period of three years w.e.f. 01.08.2014,as approved by the Board of
Directors but subject to approval of the members.
The Notice convening the Annual General Meeting includes the proposals
for appointment / re- appointment of the Directors. Brief resumes of
the Directors proposed to be appointed / re-appointed have been
provided as an Annexure to the Notice convening the Annual General
Meeting, as stipulated under Clause 49 of the Listing Agreement.
LISTING OF SHARES
Equity shares of your Company are continued to be listed with Calcutta
Stock Exchange and are also traded under permitted category at Bombay
Stock Exchange. Listing fees has already been paid in pursuance to
clause 38 of the Listing Agreement.
COMPLIANCE WITH THE ACCOUNTING STANDARDS
The Company prepares its accounts and other financial statements in
accordance with the relevant accounting principles and also complies
with the accounting standards issued by the Institute of Chartered
Accountants of India.
INTERNAL CONTROL AND INTERNAL AUDIT
The Company has in place well-defined internal control mechanisms and
comprehensive internal audit programmes with the activities of the
entire organisation under its ambit. The internal audit programme is
reviewed and approved by the Audit Committee at the beginning of each
financial year and progress reports are placed before the Committee on
a quarterly basis.
AUDITORS & AUDITORS OBSERVATION
M/s. Mohindra Arora & Co., Chartered Accountant (Registration No
00655IN) Statutory Auditors of the Company retire at the ensuing Annual
General Meeting and being eligible offer themselves for re-
appointment. In terms of Section 139 of the Companies Act, 2013 read
with Companies (Audit and Auditors) Rules, 2014, M/s. Mohindra Arora &
Co., Chartered Accountant (Registration No. 00655IN) are eligible to be
re- appointed for a period of 4 years which is subject to annual
ratification by the members of the Company.
The Board of Directors upon the recommendation of the Audit Committee
proposes the re-appointment of M/s. Mohindra Arora & Co., Chartered
Accountant (Registration No 00655IN) as the statutory auditors of the
Company for a period of four years, subject to the approval of the
members at the Annual General Meeting.
There are no qualifications or adverse remarks in the Auditors'' Report
which require any explanation from the Board of Directors.
LISTING OF SHARES
Equity shares of the Company are listed with Calcutta Stock Exchange
and Interconnected Stock Exchange of India. Equity shares of the
company are also traded under permitted category at Bombay Stock
Exchange. Listing fees has already been paid in pursuance to clause 38
of the Listing Agreement.
MANAGEMENT & DISCUSSION AND ANALYSIS
In compliance with the provision of clause 49 of the Listing Agreement
with the Stock Exchanges, detailed review of the operations,
performance and future outlook of the Company is annexed hereto.
FIXED DEPOSITS
The company has not accepted any public deposit and, since
incorporation u/s 58A of the Companies Act, 1956.
CORPORATE GOVERNANCE
A separate section on Corporate Governance is included in the Annual
Reports and the Certificate from Company''s auditors confirming the
compliance with the code of Corporate Governance as enumerated in
clause 49 of the Listing Agreements with the Stock Exchange is annexed
hereto.
CODE OF CONDUCT
As prescribed under Clause 49 of the Listing Agreement, a declaration
signed by Whole time Director affirming compliance with the Code of
Conduct by the Directors and senior management personnel of the Company
for the financial year 2013-14 forms part of the Corporate Governance
Report.
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 Stock Exchange
is presented separately forming part of the Annual Report.
HRD INITIATIVES
Human Resources Development envisages the growth of the individual in
tandem with the organization. It also aims at the upliftment of the
individual by ensuring an enabling environment to develop capabilities
and to optimize performance.
Your Directors want to place on record their appreciation for the
contribution made by employees at all levels, who through their
steadfastness, solidarity and with their co-operation and support have
made it possible for the company to achieve its current status.
The company, on its part, would endeavor to tap individual talents and
through various initiatives, ingrain in our human resources, a sense of
job satisfaction that would, with time, percolates down the line. It is
also the endeavor of the company to create in its employees a sense of
belonging, and an environment that promotes openness, creativity and
innovation.
All the manpower initiatives including training, meetings and
brainstorming sessions are implemented with the aim of maximizing
productivity and aligning organizational needs with employees''
aspirations.
PARTICULARS OF EMPLOYEES
None of the employees of the Company was in receipt of remuneration
exceeding the limits prescribed under section 217(2A) of the Companies
Act, 1956 read with companies (Particulars of employees) Rules 1975.
ADDITIONAL INFORMATION TO SHAREHOLDERS
All important and pertinent investor information such as financial
results, investor presentations, press releases, new launches and
project updates are made available on the Company''s website
www.mavensbiotech.com. on a regular basis. The Company law Board and
other concern authority have issued order(s) to enforce the legal &
requisite compliance under Provisions of the Companies Act (as amended)
accordingly.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956 with respect to the Directors responsibility statement, it is
hereby confirmed that:
(I) in the preparation of the annual accounts for the year ended 31st
March, 2014, the applicable accounting standards have been followed and
there are no material departures from the same;
(ii) 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 31st March, 2014 and of
the profits of the company for the year ended on that date;
(iii) the directors have 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 annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO,
The statement of particulars under section 217(1)(e) of the Companies
Act,1956 regarding conservation of energy, technology absorption and
Foreign exchange earnings and outgo are given below::
a) Your Company has not consumed energy of any significant level.
Accordingly, no measures were taken for energy conservation and no
investment is required to be for reduction of energy consumption.
b) No comment is made on technology absorption, considering the nature
of activities undertaken by your company during the year under review.
c.i) No Expenditure has been made for research and development during
the year under review.
c.ii) To enhance its capability and customer service, the company
continues to make investment in R&D. The R&D activities are carried out
in-house in the e-business solutions, knowledge management, Software
development, etc.
c.iii) The benefits of R&D have led to improved performance due to
upgradation of existing knowledge. The R&D has resulted in direct
benefits in improved productivity and customer service.
c.iv) The on-going process of R&D will be directed towards creation of
new software tools and utilities, development of advanced techniques
and process and will help in the development of the company. The
company will continue to leverage new technologies and upgrade existing
performance. This will enable the company to introduce and implement
new technology to meet changing market.
d) There were no Foreign Exchange earnings or out go during the year
under review.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation for the
contributions made by the employees at all levels, whose continued
commitment and dedication helped the company achieve better results.
The Directors also wish to thank customers, bankers, Central and State
Governments for their continued support. Finally your directors would
like to express their sincere & whole-hearted gratitude to all of you
for your faith in us and your Co-operation & never failing support.
For and on behalf of the Board of Directors
For Mavens Biotech Limited
Place : Kolkata
Date : 25/07/2014 Bharat Kumar Sah
(Whole Time Director)
Mar 31, 2013
TO THE SHAREHOLDERS
Dear Shareholders,
The Directors are pleased to present the 31st Annual Report together
with the Audited Statement of Accounts and the Auditors Report of your
company for the Year ended 31st March, 2013. The Financial highlights
for the year under review are given below:
FINANCIAL RESULTS
(Rs.in Lacs)
For the year ended 31st March,
2013 31st March,
2012
Total Income 4582.14 4557.37
Profit before Depreciation & Tax 102.76 117.79
Less  Depreciation 28.15 37.20
Profit before Tax 74.61 80.59
Less  Provision for Tax 3.89 10.28
Profit after Tax 70.72 70.31
Add: Balance of Profits for earlier years 506.29 435.98
Balance available for Appropriation 577.01 506.29
PERFORMANCE
The Total Income for the financial year under review is Rs.4582.14 Lacs
against Rs. 4557.37 Lacs in previous year. The Net Profit generated by
the company during the year under review was Rs. 70.72 Lacs as compared
to Rs. 70.31 Lacs during the previous year.
DIVIDEND
Due to growing requirement of funds in business activities, your
Directors do not propose any dividend for the FY 2012-13 (Previous Year
 Nil).
DIRECTORS
Mr. Hanuman Mal Singhi was appointed as an additional Director of the
Company w.e.f. 07/11/2012. He holds the office up to the date of
ensuing Annual General Meeting. The Company has received requisite
notice together with necessary deposit, as provided under section 257
of the Companies Act 1956, from a shareholder proposing the appointment
of Mr. Hanuman Mal Singhi as a Director of the Company at the ensuing
Annual General Meeting.
Mr. Shyam Sunder Pandey has resigned as Director with effect from
07/11/2012 due to his preoccupation. The Board placed on record the
valuable contribution made by him in the deliberations of the meetings
ofthe Board and committee (s) during his tenure as a director.
Mr. R. A. Fulfagar, director of the Company, retires by rotation at the
ensuing Annual General Meeting and is eligible for reappointment. Your
directors commend their reappointment
Corporate Social Responsibility
The Company has adopted Corporate Social Responsibility Initiatives and
focuses on key areas as education, healthcare etc in accordance with
the provisions of the relevant Acts and rules made there on.
LISTING OF SHARES
Equity shares of the Company are listed with Calcutta Stock Exchange
and Interconnected Stock Exchange of India. Equity shares of the
company are also traded under permitted category at Bombay Stock
Exchange. Listing fees has already been paid in pursuance to clause 38
of the listing agreement.
MANAGEMENT & DISCUSSION AND ANALYSIS
In compliance with the provision of clause 49 of the listing agreement
with the Stock Exchanges, detailed review of the operations,
performance and future outlook of the Company is annexed hereto.
AUDITORS & AUDITORS OBSERVATION
M/s. Mohindra Arora & Co., Chartered Accountants, the auditors of the
company who hold office until the conclusion of the forthcoming Annual
General Meeting, being eligible, offer themselves for re-appointment,
if made, would be within the prescribed limits under Section 224 (1B)
of the Companies Act, 1956.
The observations of the Auditors as referred to in the Auditor''s Report
are properly explained in the financial statements.
FIXED DEPOSITS
The company has not accepted any public deposit and, as such, no amount
of principal or interest was outstanding on the date of Balance Sheet.
COMPLIANCE WITH THE ACCOUNTING STANDARDS
The Company prepares its accounts and other financial statements in
accordance with the relevant accounting principles and also complies
with the Accounting Standards issued by the Institute of Chartered
Accountants of India.
INTERNAL CONTROL SYSTEMS & THEIR ADEQAUCY
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 company''s management at all levels of the
organization. The audit committee, which meets at least four times a
year, actively reviews internal control systems as well as financial
disclosure.
CORPORATE GOVERNANCE
A separate section on Corporate Governance is included in the Annual
Reports and the Certificate from Company''s auditors confirming the
compliance with the code of Corporate Governance as enumerated in
clause 49 of the listing of agreements with the Stock Exchange is
annexed hereto.
HUMAN RESOURCE DEVELOPMENT
The Company believes that people are its biggest strength in line with
the vision to create a large and world class agri biotech company.
Human resources are the key pillar for any organization and especially
so for Mavens Biotech Limited. With this strong belief the Company
imparts to its employees, regular training for constant development and
honing up their skills with the latest advanced techniques in the
relevant area of functioning.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956 with respect to the Directors responsibility statement, it is
hereby confirmed that::
(i) in the preparation of the annual accounts for the year ended 31st
March, 2013, the applicable accounting standards have been followed and
there are no material departures from the same;
(ii) 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 31st March, 2013 and of
the profits of the company for the year ended on that date;
(iii) the directors have 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 annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO,
The statement of particulars under section 217(1)(e) of the Companies
Act,1956 regarding conservation of energy , technology absorption and
Foreign exchange earnings and outgo are given below::
a) Your Company, being involved in Trading and IT activities, has not
consumed energy of any significant level. Accordingly, no measures were
taken for energy conservation and no investment is required to be for
reduction of energy consumption.
b) No comment is made on technology absorption, considering the nature
of activities undertaken by your company during the year under review.
c) No Expenditure has been made for research and development during the
year under review. However, as the company, moves into the new areas of
business development of seed production and manufacture of secondary
nutrients and neem based products, the company will establish an R & D
laboratory that will be directed towards creation of new products,
development of advanced techniques & process and will help in the
development of the company.
d) There were no Foreign Exchange earnings or out go during the year
under review.
PARTICULARS OF EMPLOYEES
None of the employees of the Company was in receipt of remuneration
exceeding the limits prescribed under section 217(2A) of the Companies
Act, 1956 read with companies (Particulars of employees) Rules 1975 as
amended.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation of the
contributions made by the employees at all levels, whose continued
commitment and dedication helped the company achieve better results.
The Directors also wish to thank customers, bankers, Central and State
Governments for their continued support. Finally your directors would
like to express their sincere & whole-hearted gratitude to all of you
for your faith in us and your Co-operation & never failing support.
For and on behalf of the Board
of Directors
For Mavens Biotech Limited
Place : Kolkata
Date : 29/07/2013 Bharat Kumar Sah
(Whole Time Director)
Mar 31, 2012
The Directors are pleased to present the 30th Annual Report together
with the Audited Statement of Accounts and the Auditors Report of your
company for the Year ended 31st March, 2012. The Financial highlights
for the year under review are given below:
FINANCIAL RESULTS
(Rs.in Lacs)
For the year ended 31st March, 2012 31st March, 2011
Total Income 4557.37 5309.68
Profit before Depreciation & Tax 117.79 132.46
Less - Depreciated 37.20 41.06
Profit before T 80.59 91.40
Less - Provision for T 10.28 -0.08
Profit after Tax 70.31 91.48
For the year ended 31st March, 2012 31st March, 2011
Add: Balance of Profits for 435.98 344.50
earlier years
Balance available for Appropriation 506.29 435.98
PERFORMANCE
The Total Income for the financial year under review is Rs.4557.37 lacs
against Rs. 5309.68 lacs in previous year registering a decline of
about 14.17%. The Net Profit generated by the company during the year
under review was Rs. 70.31 lacs as compared to Rs. 91.48 lacs during
the previous year registering a downfall of about 23.14%.
DIVIDEND
Due to growing requirement of funds in business activities, your
Directors do not propose any dividend for the FY 2011-12 (Previous Year
- Nil).
DIRECTORS
Mr. Haresh Sunder Das Tareja was appointed as an additional Director of
the Company w.e.f. 30/05/2012. He holds the office up to the date of
ensuing Annual General Meeting. The Company has received requisite
notice together with necessary deposit, as provided under section 257
of the Companies Act 1956, from a shareholder proposing the appointment
of Mr.Haresh Sunder Das Talreja as a Director of the Company at the
ensuing Annual General Meeting.
Mr. Baldev Singh has resigned as Director with effect from 30/05/2012
due to his preoccupation. The Board placed on record the valuable
contribution made by him in the deliberations of the meetings of the
Board and committee (s) during his tenure as a director.
Mr. M. D. Kanther, director of the Company, retires by rotation at the
ensuing Annual General Meeting and is eligible for reappointment. Your
directors commend their reappointment
LISTING OF SHARES
Equity shares of the Company are listed with Calcutta Stock Exchange
and Interconnected Stock Exchange of India. Equity shares of the
company are also traded under permitted category at Bombay Stock
Exchange. Listing fees has already been paid in pursuance to clause 38
of the listing agreement.
MANAGEMENT & DISCUSSION AND ANALYSIS
In compliance with the provision of clause 49 of the listing agreement
with the Stock Exchanges, detailed review of the operations,
performance and future outlook of the Company is annexed hereto.
AUDITORS & AUDITORS OBSERVATION
M/s. Mohindra Arora & Co., Chartered Accountants, the auditors of the
company who hold office until the conclusion of the forthcoming Annual
General Meeting, being eligible, offer themselves for re-appointment,
if made, would be within the prescribed limits under Section 224 (1B)
of the Companies Act, 1956.
The observations of the Auditors as referred to in the Auditor's Report
are properly explained in the financial statements.
FIXED DEPOSITS
The company has not accepted any public deposit and, as such, no amount
of principal or interest was outstanding on the date of Balance Sheet.
COMPLIANCE WITH THE ACCOUNTING STANDARDS
The Company prepares its accounts and other financial statements in
accordance with the relevant accounting principles and also complies
with the Accounting Standards issued by the Institute of Chartered
Accountants of India.
INTERNAL CONTROL SYSTEMS & THEIR ADEQAUCY
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 company's management at all levels of the
organization. The audit committee, which meets at least four times a
year, actively reviews internal control systems as well as financial
disclosure.
CORPORATE GOVERNANCE
A separate section on Corporate Governance is included in the Annual
Reports and the Certificate from Company's auditors confirming the
compliance with the code of Corporate Governance as enumerated in
clause 49 of the listing of agreements with the Stock Exchange is
annexed hereto.
HUMAN RESOURCE DEVELOPMENT
The Company believes that people are its biggest strength in line with
the vision to create a large and world class agri biotech company.
Human resources are the key pillar for any organization and especially
so for Mavens Biotech Limited. With this strong belief the Company
imparts to its employees, regular training for constant development and
honing up their skills with the latest advanced techniques in the
relevant area of functioning.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956 with respect to the Directors responsibility statement, it is
hereby confirmed that::
(i) in the preparation of the annual accounts for the year ended 31st
March, 2012, the applicable accounting standards have been followed and
there are no material departures from the same;
(ii) 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 31st March,
2012 and of the profits of the company for the year ended on that date;
(iii) the directors have 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 annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO,
The statement of particulars under section 217(1)(e) of the Companies
Act,1956 regarding conservation of energy , technology absorption and
Foreign exchange earnings and outgo are given below::
a) Your Company, being involved in Trading and IT activities, has not
consumed energy of any significant level. Accordingly, no measures were
taken for energy conservation and no investment is required to be for
reduction of energy consumption.
b) No comment is made on technology absorption, considering the nature
of activities undertaken by your company during the year under review.
c) No Expenditure has been made for research and development during the
year under review. However, as the company, moves into the new areas of
business development of seed production and manufacture of secondary
nutrients and neem based products, the company will establish an R & D
laboratory that will be directed towards creation of new products,
development of advanced techniques & process and will help in the
development of the company.
d) There were no Foreign Exchange earnings or out go during the year
under review.
PARTICULARS OF EMPLOYEES
None of the employees of the Company was in receipt of remuneration
exceeding the limits prescribed under section 217(2A) of the Companies
Act,1956 read with companies ( Particulars of employees) Rules 1975.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation of the
contributions made by the employees at all levels, whose continued
commitment and dedication helped the company achieve better results.
The Directors also wish to thank customers, bankers, Central and State
Governments for their continued support. Finally your directors would
like to express their sincere & whole-hearted gratitude to all of you
for your faith in us and your Co-operation & never failing support.
For and on behalf of the Board of Directors
For Mavens Biotech Limited
Place : Kolkata
Date : 03/08/2012
Bharat Kumar Sah
(Whole Time Director)
Mar 31, 2011
Dear Shareholders,
The Directors are pleased to present the 29th Annual Report together
with the Audited Statement of Accounts and the Auditors Report of your
company for the Year ended 31st March, 2011. The Financial highlights
for the year under review are given below:
FINANCIAL RESULTS
(Rs.in Lacs)
For the year ended 31st March, 2011 31st March, 2010
Total Income 5309.68 4787.89
Profit Before Depreciation 132.46 373.31
& Tax
Less - Depreciation 41.06 37.16
Profit Before Tax 91.40 336.15
Less - Provision for Tax -0.08 7.10
Profit After Tax 91.48 329.05
Add: Balance of Profits for 344.50 164.09
earlier years
Balance available for 435.98 493.14
Appropriation
APPROPRIATIONS
Dividend (including Dividend Tax) 0 115.74
General Reserve 0 32.90
Balance carried to Balance Sheet 435.98 344.50
PERFORMANCE
The Total Income for the financial year under review is Rs.5309.68 lacs
against Rs.4787.89 lacs in previous year registering a growth of about
10.90 %. The Net Profit generated by the company during the year under
review was Rs. 91.48 lacs as compared to Rs. 329.05 lacs during the
previous year registering a downfall of about 72.20%.
DIVIDEND
Due to growing requirement of funds in business activities, your
Directors do not propose any dividend for the FY 2010-11 (Previous Year
9% on equity share of Face Value of Re.1/-each).
DIRECTORS
During the year under review, Mr. Anil Jain and Mr.Lalit Garg have
resigned as Directors due to their pre occupation. Your Directors place
on record their appreciation for the services rendered by themselves
during their tenure as directors of the company.
The tenure of Mr. Bharat Kumar Sah, Whole Time Director will expire on
31/07/2011 and his re-appointment as a Whole Time Director for further
period of three years w.e.f. 01/08/2011, as approved by the Board of
Directors but subject to approval of the members.
Mr. Bharat Kumar Sah terms of re-appointment and remuneration are
detailed out in the explanatory statements accompanying in the notice
of the Annual General Meeting
Mr. Shyam Sunder Pandey was appointed as an Additional Director of the
Company w.e.f. 11/04/2011. He holds the office up to the date of
ensuing Annual General Meeting. The Company has received requisite
notice together with necessary deposit, as provided under Section 257
of the Companies Act, 1956, from a shareholder proposing the
appointment of Mr. Shyam Sunder Pandey as a Director of the Company at
the ensuing Annual General Meeting.
Mr. Rahul Anand Fulfagar, Director of the Company, retires by rotation
at the ensuing Annual General Meeting and is eligible for
re-appointment.
None of the Director of the Company are disqualified for being
appointed as Director as specified in Section 274 (1) (g) of the
Companies Act, 1956,
Necessary resolutions for the appointment or/re-appointment of the
aforesaid Directors have been included in the notice convening the
Annual General Meeting.
LISTING OF SHARES
Equity shares of the Company are listed with Calcutta Stock Exchange
and Interconnected Stock Exchange of India. Listing fees has already
been paid in pursuance to clause 38 of the listing agreement. Equity
shares of the company are also traded under permitted category at
Bombay Stock Exchange.
MANAGEMENT & DISCUSSION AND ANALYSIS
In compliance with the provision of clause 49 of the listing agreement
with the Stock Exchanges, detailed review of the operations,
performance and future outlook of the Company is annexed hereto.
AUDITORS & AUDITORS OBSERVATION
M/s Mohindra Arora & Co., Chartered Accountants, the auditors of the
company who hold office until the conclusion of the forthcoming Annual
General Meeting, being eligible, offer themselves for re-appointment,
if made, would be within the prescribed limits under Section 224 (1B)
of the Companies Act, 1956.
The observations of the Auditors as referred to in the Auditor's Report
are suitably explained in the notes to the account.
FIXED DEPOSITS
The company has not accepted any public deposit and, as such, no amount
of principal or interest was outstanding on the date of Balance Sheet.
COMPLIANCE WITH THE ACCOUNTING STANDARDS
The Company prepares its accounts and other financial statements in
accordance with the relevant accounting principles and also complies
with the Accounting Standards issued by the Institute of Chartered
Accountants of India.
CORPORATE GOVERNANCE
A separate section on Corporate Governance is included in the Annual
Reports and the Certificate from Company's auditors confirming the
compliance with the code of Corporate Governance as enumerated in
clause 49 of the listing of agreements with the Stock Exchange is
annexed hereto.
HRD INITIATIVES
Your Directors want to place on record their appreciation of the
contribution made by employees at all levels, who through their
steadfastness, solidarity and with their co-operation and support have
made it possible for the company to achieve the current status it
enjoys in the industry.
It is the endeavour of the company to create in its employees a sense
of belonging, and an environment that promotes openness, creativity and
innovation. All our manpower initiatives are implemented with the aim
of maximizing productivity and aligning organizational needs with
employee's aspirations.
DIRECTORS RESPONSIBILITY STATEMENT
Your Directors confirm that:
(i) In the preparation of the annual accounts, the applicable
accounting standards had been followed;
(ii) The directors have selected such accounting policies and applied
them consistently and made judg- ments 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 31st March
2011 and of the profit of your company for that period;
(iii) 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) The directors have prepared the annual accounts on a going concern
basis.
PARTICULARS OF EMPLOYEES
There is no employee drawing remuneration in excess of the limits
prescribed in Companies (Particulars of Employees) Rules, 1975 as
amended.
TECHNOLOGY, R&D AND FOREIGN EXCHANGE
The provisions of Section 217(1) (e) of The Companies Act, 1956, with
regard to conservation of energy and technology absorption are not
applicable to the company. The company has not incurred any expenditure
or earned any income in foreign exchange during the period under
review.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation of the
contributions made by the employees at all levels, whose continued
commitment and dedication helped the company achieve better results.
The Directors also wish to thank customers, bankers, Central and State
Governments for their continued support. Finally your directors would
like to express their sincere & whole-hearted gratitude to all of you
for your faith in us and your Co-operation & never failing support.
For and on behalf of the Board of Directors
Bharat Kumar Sah
(Whole-time Director)
Date: 27/07/2011
Place: Kolkata
Mar 31, 2010
The Directors are pleased to present the 28th Annual Report together
with the Audited Statement of Accounts and the Auditors Report of your
company for the Year ended 31st March, 2010. The Financial highlights
for the year under review are given below:
FINANCIAL RESULTS
(Rs. in Lacs)
For the year ended 31st March, 2010 31st March,
2009
Total Income 4787.89 2154.15
Profit Before Depreciation & Tax 373.31 142.11
Less - Depreciation 37.16 46.73
Profit Before Tax 336.15 9538
Less - Provision for Tax 7.10 36.31
Profit After Tax 329.05 59.07
Add: Balance of Profits
for earlier years 164.09 149.51
Balance available for
Appropriation 493.14 208.58
APPROPRIATIONS
Dividend (including Dividend Tax) 115.74 38.58
General Reserve 32.90 5.91
Balance carried to Balance Sheet 344.50 164.09
PERFORMANCE
The Total Income for the financial year under review is Rs.4787.89 lacs
against Rs. 2154.15 lacs in previous year registering a growth of about
122.26 %. The Net Profit generated by the company during the year under
review was Rs. 329.05 lacs as compared to Rs. 59.07 lacs during the
previous year registering a growth of about 299.35 %.
DIVIDEND
Your Directors recommend a dividend of 9% (Previous Year 3%) on equity
share of Re. l/- each for the year ended 31st March 2010. The dividend
including dividend tax aggregate to Rs. 115,74,081/- as against a Rs.
38,58,027/- for the previous year.
DIRECTORS
Mr. B. Singh, Director of the Company will retire by rotation at the
ensuing Annual General Meeting and being eligible, offer himself for
re-appointment.
Mr. Anil Jain was appointed as an Additional Director in the Board
Meeting held on 28/05/2010 and would retire at this Annual General
Meeting. A notice from a member was received under Section 257 of the
Companies Act, 1956, signifying his intension to propose the
appointment of Mr. Anil Jain as the Director of the Company.
Mr. Mohit Sharma ceased to be Director of the Company w.e.f.
28/05/2010. Your Company is thankful for the contribution made by Mr.
Sharma for the progress of the Company.
LISTING OF SHARES
Equity shares of the Company are listed with Calcutta Stock Exchange
and Interconnected Stock Exchange of India Listing fees has already
been paid in pursuance to clause 38 of the listing agreement.-Equity
shares of the company are also traded under permitted category at
Bombay Stock Exchange.
MANAGEMENT & DISCUSSION AND ANALYSIS
In compliance with the provision of clause 49 of the listing agreement
with the Stock Exchanges, detailed review of the operations,
performance and future outlook of the Company is annexed hereto.
AUDITORS & AUDITORS OBSERVATION
M/s Mohindra Arora & Co., Chartered Accountants, the auditors of the
company who hold office until the conclusion of the forthcoming Annual
General Meeting, being eligible, offer themselves for re-appointment,
if made, would be within the prescribed limits under Section 224(1B) of
the Companies Act, 1956.
The observations of the Auditors as referred to in the Auditors Report
are suitably explained in the notes to the account.
FIXED DEPOSITS
The company has not accepted any public deposit and, as such, no amount
of principal or interest was outstanding on the date of Balance Sheet.
CORPORATE GOVERNANCE & AUDIT COMMITTEE
Pursuant to clause 49 of the listing agreement your Company has taken
adequate steps to ensure that all mandatory provisions of corporate
Governance as prescribed under the listing agreement of the Stock
Exchange with which the Company is listed are complied
A separate report on Corporate Governance and the Auditors certificate
on its compliance are annexed hereto and forms part of this Annual
report
HRD INITIATIVES
Your Directors want to place on record their appreciation of the
contribution made by employees at all levels, who through their
steadfastness, solidarity and with their co-operation and support have
made it possible for the company to achieve the current status it
enjoys in the industry.
It is the endeavour of the company to create in its employees a sense
of belonging, and an environment that promotes openness, creativity and
innovation. All our manpower initiatives are implemented with the aim
of maximizing productivity and aligning organizational needs with
employees aspirations.
DIRECTORS RESPONSIBILITY STATEMENT
Your Directors confirm that:
(i) In the preparation of the annual accounts, the applicable
accounting standards had been followed;
(ii) 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 31st March 2010 and of
the profit of your company for that period;
(iii) 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) The directors have prepared the annual accounts on a going concern
basis.
PARTICULARS OF EMPLOYEES
There is no employee drawing remuneration in excess of the limits
prescribed in Companies (Particulars of Employees) Rules, 1975 as
amended.
TECHNOLOGY, R&D AND FOREIGN EXCHANGE
The provisions of Section 217(1) (e) of The Companies Act, 1956, with
regard to conservation of energy and technology absorption are not
applicable to the company. The company has not incurred any expenditure
or earned any income in foreign exchange during the period under
review.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation of the
contributions made by the employees at all levels, whose continued
commitment and dedication helped the company achieve better results.
The Directors also wish to thank customers, bankers, Central and State
Governments for their continued support. Finally your directors would
like to express their sincere & whole-hearted gratitude to all of you
for your faith in us and your Co-operation & never failing support.
For and on behalf of the Board of Directors
Bharat Kumar Sah
Place: Kolkata (Whole-time Director)
Date: 20/08/2010
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