Mar 31, 2014
To the Members,
The Directors present the 23rd Annual Report along with Audited
Accounts of the Company for the year ended March 31,2014.
FINANCIAL RESULTS
The Company incurred a net loss of Rs.3.39 Lacs during the year under
review.
DIVIDEND
In the absence of profits during the year, your Directors expressed
their inability to recommend any dividend.
DIRECTORS
Mr. Bharat Bhushan Mehta, Directorretires by rotation atthe forthcoming
Annual General Meeting and being eligible offer himself
forreappointment.
Mr. A.K. Mehra, Director of the Company has resigned from the
directorship of the Company w.e.f. 13.8.2014.
Mr. A.K.Mithal has been appointed as an additional director of the
Company w.e.f. 13.8.2014to hold office upto the forthcoming Annual
General Meeting of the Company Section 149 of the Companies Act, 2013
provides for the appointment of Independent Directors (IDs), subject to
the approval of shareholders in the General Meeting. The Board of
Directors recommends the appointment of IDs as set out in the Notice of
the AGM for the approval of the shareholders. Necessary declaration
from the IDs confirming that they meet the criteria of independence as
prescribed under the Companies Act, 2013 and Clause 49 of the Listing
Agreement.
AUDITORS
M/s. V. Sahai Tripathi & Co., Chartered Accountants, Auditors of the
Company (ICAI Registration Number 000262N) hold office until the
conclusion of the forthcoming Annual General Meeting of the Company and
are recommended for reappointment.
AUDITORS''REPORT
The observations of Auditors in their report read with the relevant
notes to accounts are self-explanatory and therefore do not require
further explanation.
CORPORATE GOVERNANCE
Aseparate report on Corporate Governance is attached as a part of the
Annual Report and annexed hereto as Annexure I along with the Auditors''
Certificate on its compliance.
The Management Discussion and Analysis Report forms part of this report
and is annexed hereto as Annexure II.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
The information required under Section 217(1)(e) of the Companies Act,
1956 on Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings & Outgo are not applicable and hence not furnished for the
yearunder review.
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under Section 217 (2A) of the Companies Act, 1956.
DIRECTORS''RESPONSIBIUTY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
directors''state:
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed;
(ii) that the 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 of the company for
thatyear;
(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, 2013 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.
SHARE REGISTRY ACTIVITIES
In terms of SEBI Circular No.D&CC/FITTC/CIR-l 5/2002 dated 27th
December 2002, your Company has transferred the work related to share
registry to M/s Mas Services Limited, a Registrar and Share Transfer
Agent registered with SEBI.
LISTING OF EQUITY SHARES OF THE COMPANY
The Equity Shares of the Company are listed on BSE Limited, The
Calcutta Stock Exchange Ltd. and Madhya Pradesh Stock Exchange Ltd.
The delisting of the Equity Shares of the Company is pending with
Calcutta Stock Exchange Ltd.
The Annual Listing Fee upto the years 2014-2015 has been paid to BSE
Limited. The Annual Listing Fee upto the year 1998-1999 has been paid
to Calcutta Stock Exchange Ltd.
DEPOSITORY SYSTEM
The equity shares of the Company have been notified for compulsorily
trading in dematerialized form by all investors. The shares of the
Company are available for trading on Central Depository Services
(India) Ltd. (CDSL). The Company''s application for admission of its
equity shares on National Securities Depository Limited (NSDL) is still
pending. As on31st March 2014,atotal of 35,305 equity shares of the
Company, which forms0.31%of the Equity Share Capital, stand
dematerialized.
COMPLIANCES UNDERLISTING AGREEMENT/COMPANIES ACT, 2013
The Company is lying dormant for more than fifteen years and there is
no employee on the rolls of the Company. As a result, the Company is
not in a position to comply various compliances under the Companies
Act, 2013 and Listing Agreement.
The Securities and Exchange Board of India (SEBI) passed an order dated
26.8.2014 under Section 11(1), 11(2)(j), 11(4) and 11B of the SEBI Act,
1992 read with Section 12Aof the Securities Contracts (Regulation) Act,
1956 in the matter of non-compliance with the requirement of Minimum
Public Shareholding (MPS) under clause 40Aof the Listing Agreement and
restrained the Company, its promoters and directors from various
activities/corporate benefits.
FIXED DEPOSITS
There are no fixed deposits outstanding as on 31* March, 2014.
ACKNOWLEDGMENTS The Directors wish to thank the Company''s Bankers, the
Shareholders and Business Associates for their continued and unstinted
support..
For and on behalf of the Board of Directors
(SANTOSH KUMAR) (B.B. MEHTA)
Place ; New Delhi DIRECTOR DIRECTOR
Dated: 27.8.2014 DIN ; 00994313 DIN: 06644703
Mar 31, 2013
To the Members,
The Directors present the 22"" Annual Report along with Audited
Accounts of the Company for the year ended March 31,2013.
FINANCIAL RESULTS
The Company incurred a net loss of Rs.176 Lacs during the year under
review.
DIVIDEND
In the absence of profits during the year, your Directors express their
inability to recommend any dividend.
DIRECTORS
Mr. Santosh Kumar, Director retire by rotation and being eligible,
offer himself for reappointment.
Mr. Sunil Kakria, Director of the Company has resigned from the
directorship of the Company w.e.f. 31.7.2013.
Mr. Bharat Bhushan Mehta was co-opted as an Additional Director on the
Board of the Company w.e.f. 31.7.2013.
AUDITORS
M/s. V. Sahai Tripathi & Co., Chartered Accountants, Auditors of the
Company hold office until the conclusion of the forthcoming Annual
General Meeting of the Company and are recommended for reappointment.
The Company has received certificate from them to the effect that their
appointment, if made, would be within the limits as prescribed under
Section 224(1 B) of the Companies Act, 1956.
AUDITORS''REPORT
The observations of Auditors in their report read with the relevant
notes to accounts are self-explanatory and therefore do not require
further explanation.
CORPORATE GOVERNANCE
Aseparate report on Corporate Governance is attached as a part of the
Annual Report and annexed hereto asAnnexure I along with the Auditors''
Certificate on its compliance.
The Management Discussion and Analysis Report forms part of this report
and is annexed hereto asAnnexure II.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
The information required under Section 217(1 )(e) of the Companies Act,
1956 on Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings & Outgo are not applicable and hence not furnished for the
year under review.
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under Section 217 (2A) of the Companies Act, 1956.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
directors'' state:
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed;
(ii) that the 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 of the company for that
year;
(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;
(iv) that the annual accounts have been prepared on a going concern
basis. S
HARE REGISTRY ACTIVITIES
in terms of SEBI Circular No.D&CC/FITTC/CIR-15/2002 dated 27th December
2002, your Company has transferred the work related to share registry
to M/s Mas Services Limited, a Registrar and Share Transfer Agent
registered with SEBI.
LISTING OF EQUITY SHARES OF THE COMPANY
The Equity Shares of the Company are listed on BSE Limited and Madhya
Pradesh Stock Exchange Limited. The delisting of the Equity Shares Oi
the Company is pending with Calcutta Stock Exchange Ltd.
The Annual Listing Fee upto the years 2013-2014 has been paid to BSE
Limited and Madhya Pradesh Stock Exchange Ltd. The Annual Listing Fee
uptothe year 1998-1999 has been paid to Calcutta Stock Exchange
Limited.
DEPOSITORY SYSTEM
The equity shares of the Company have been notified for compulsorily
trading in dematerialized form by all investors. The shares of the
Company are available for trading on Central Depository Services
(India) Ltd. (CDSL). The Company''s application for admission of its
equity shares on National Securities Depository Limited (NSDL) is still
pending.
As on 31st March 2013, a total of 33,930 equity shares of the Company,
which forms 0.30% of the Equity Share Capital, stand dematerialized.
FIXED DEPOSITS
There are no f xed deposits outstanding as on 31" March, 2013.
ACKNOWLEDGMENTS
The Directors wish to thank the Company''s Bankers, the Shareholders and
Business Associates for their continued and unstinted support.
For and on behalf of the Board of Directors
Place : New Delhi (SANTOSH KUMAR) (A.K. MEHRA)
Dated: 13.08.2013 DIRECTOR DIRECTOR
Mar 31, 2012
The Directors present the21* Annual Report along with Audited Accounts
of the Company for the year ended March31,2012.
FINANCIAL RESULTS
The Company incurred a net loss of Rs.86.81 Lacs during the year under
review.
DIVIDEND
In the absence of profits during the year, your Directors express their
inability to recommend any dividend.
DIRECTORS .
Mr. A.K. Mehra, Director retire by rotation and being eligible, offer
himself for reappointment.
AUDITORS
M/s. V. Sahai Tripathi & Co., Chartered Accountants, Auditors of the
Company hold office until the conclusion of the forthcoming Annual
General Meeting of the Company and are recommended for reappointment.
The Company has received certificate from them to the effect that their
appointment, if made, would be within the limits as prescribed under
Section 224(1 B) of the Companies Act, 1956.
AUDITORS'REPORT
The observations of Auditors in their report read with the relevant
notes to accounts are self-explanatory and therefore do not require
further explanation.
CORPORATEGOVERNANCE
A separate report on Corporate Governance is attached as a part of the
Annual Report and annexed hereto as Annexure I along with the Auditors'
Certificate on its compliance.
The Management Discussion and Analysis Report forms part of this report
and is annexed hereto as Annexure II.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
The information required under Section 217(1 )(e) of the Companies Act,
1956 on Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings & Outgo are not applicable and hence not furnished for the
year under review.
PARTICULARS OF EMPLOYEES
There is no employee in the Company whose particulars are required to
be given under Section 217 (2A) of the Companies Act, 1956.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your
directors state:
(I) that in the preparation of the annual accounts, the applicable
accounting standards have been followed;
(ii) that the 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 of the company for that
year;
(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;
(iv) that the annual accounts have been prepared on a going concern
basis.
SHARE REGISTRY ACTIVITIES
In terms of SEBI Circular No.D&CC/FITTC/CIR-l 5/2002 dated 27th
December 2002, your Company has transferred the work related to share
registry to M/s Mas Services Limited, a Registrar and Share Transfer
Agent registered with SEBI.
LISTING OF EQUITY SHARES OFTHE COMPANY
The Equity Shares of the Company are listed on Bombay Stock Exchange
Limited and Madhya Pradesh Stock Exchange Limited.
The delisting of the Equity Shares of the Company is pending with
Calcutta Stock Exchange Ltd.
The Annual Listing Fee upto the years 2012-2013 has been paid to Bombay
Stock Exchange Limited and Madhya Pradesh Stock Exchange Ltd.. The
Annual Listing Fee upto the year 1998-1999 has been paid to Calcutta
Stock Exchange.
DEPOSITORY SYSTEM
The equity shares of the Company have been notified for compulsorily
trading in dematerialized form by all investors. The shares of the
Company are available for trading on Central Depository Services
(India) Ltd. (CDSL). The Company's application for admission of its
equity shares on National Securities Depository Limited (NSDL) is still
pending.
As on 31 st March 2012, atotal of 32960 equity shares of the Company,
which forms 0.29% of the Equity Share Capital, stand dematerialized.
FIXED DEPOSITS
There are no fixed deposits outstanding as on 31 Ã March, 2012.
ACKNOWLEDGMENTS
The Directors wish to thank the Company's Bankers, the Shareholders and
Business Associates for their continued and unstinted support.
For and on behalf of the Board of Directors
Place : New Delhi (SANTOSH KUMAR) (A.K. MEHRA)
Dated; 30.5.2012 DIRECTOR DIRECTOR
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