Mar 31, 2015
Dear Shareholders,
The Directors of Sirohia & Sons Limited are pleased to present to you
the 25th Annual Report, along with the audited accounts, for the
financial year ended March 31, 2015.
Financial Performance
The summarized results of your Company are given in the table
below:
Particulars Financial Year ended
Standalone
31/03/2015 31/03/2014*
Total Income 50110148.36 114971538.68
Profit/(loss) before Interest,
Depreciation & Tax (EBITDA) 880137.86 2541558.22
Finance Charges 187155.00 459704.00
Depreciation 88341.00 77753.00
Prior Period Items 79164.00 31077.00
Profit after prior period items 525477.86 1973024.22
Provision for MAT (Net of Deferred Tax) 187144.00 619268.00
Net Proflt/(Loss) 338333.86 1353756.22
*previous year figures have been regrouped/rearranged wherever
necessary.
The financial statements of the Company have been prepared in
accordance with the Generally Accepted Accounting Principles in India
(Indian GAAP) to comply with the Accounting Standards notified under
Section 211 (3C) of the Companies Act, 1956 (which continue to be
applicable in respect of Section 133 of the Companies Act, 2013 in
terms of Rule 7 of The Companies (Accounts) Rules, 2014) and the
relevant provisions of the Companies Act, 1956 / Companies Act, 2013,
as applicable. Accounting policies have been consistently applied
except where a newly issued accounting standard, if initially adopted
or a revision to an existing accounting standard requires a change in
the accounting policy hitherto in use. Management evaluates all
recently issued or revised accounting standards on an ongoing basis.
Summary of Operations
During the year, the total income of your Company decreased by 56.41%,
from Rs 114,971,538.68 to Rs.50,110,148.36. for FY 2014-15, your
Company's profit after tax stood at Rs. 13,53,756.22 vis-a-vis
Rs.3,38,333.86 in the previous year.
Dividend
The Board of Directors of the Company has not recommended any dividend
on equity share for FY 2014- 15.
Statutory Auditors, their Report and Notes to Financial Statements
In the last AGM held on 29th September, 2014, M/s. S.Poddar & Co,
Chartered Accountants have been appointed Statutory Auditors of the
Company till the commencement of next Annual General Meeting,
Ratification of appointment of Statutory Auditors is being sought from
the members of the Company at the ensuing AGM.
Further, the report of the Statutory Auditors along with notes to
Schedules is enclosed to this report. The observations made in the
Auditors' Report are self-explanatory and therefore do not call for any
further comments. There are no qualifications, reservations or adverse
remarks or disclaimers made by M/s. S.Poddar & Co. Statutory Auditors,
in their audit report.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company has appointed Mr. Anurag Fatehpuria
Company Secretaries in Practice to undertake the Secretarial Audit of
the Company. The Secretarial Audit Report is annexed herewith as to
this report.
Directors' Responsibility Statement
Pursuant to the requirement clause (c) of sub-section (3) of Section
134 of the Companies Act, 2013, your Directors confirm that:
- In the preparation of the annual accounts for financial year ended
March 31, 2015, the applicable accounting standards had been followed
along with proper explanation relating to material departures:
- 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 and loss
of the Company for that period;
- 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;
- The directors had prepared the annual accounts on a going concern
basis; and
- The directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were
adequate and operating effectively.
Particulars of loans, guarantees or investments under Section 186
The Company has not given any loan, guarantee or has not made any
investment pursuant to section 186 of the Companies Act, 2013.
Annual evaluation by the Board
The evaluation framework for assessing the performance of Directors
comprises of the following key areas:
i. Attendance of Board Meetings and Board Committee Meetings
ii. Quality of contribution to Board deliberations
iii. Strategic perspectives or inputs regarding future growth of
Company and its performance
v. Commitment to shareholder and other stakeholder interests
The evaluation involves Self-Evaluation by the Board Member and
subsequently assessment by the Board of Directors. A member of the
Board will not participate in the discussion of his / her evaluation.
Details of conservation of energy, technology absorption, foreign
exchange earnings and outgo
(a) Conservation of energy
The particulars regarding foreign exchange earnings and outgo appear as
separate items in the notes to the Accounts. Since the Company does not
own any manufacturing facility, the other particulars relating to
conservation of energy and technology absorption stipulated in the
Companies (Accounts) Rules, 2014 are not applicable.
(i) the steps taken or impact on conservation of energy Not Applicable
(ii) the steps taken by the Company for utilizing
alternate Not Applicable
sources of energy
(iii) the capital investment on energy conservation Not Applicable
equipments
(b) Technology absorption
(i) the efforts made towards technology absorption Not Applicable
(ii) the benefits derived like product improvement, cost Not Applicable
reduction, product development or import substitution
(iii) in case of imported technology (imported during
the last Not Applicable
three years reckoned from the beginning of the financial
year)-
(a) the details of technology imported Not Applicable
(b) the year of import; Not Applicable
(c) whether the technology been fully absorbed Not Applicable
(d) if not fully absorbed, areas where absorption has not Not Applicable
taken place, and the reasons thereof
(iv) the expenditure incurred on Research and Development Not Applicable
(c) Foreign exchange earnings and Outgo
During the year, the no foreign exchange transaction has been made.
Acknowledgement
Your Directors place on record their appreciation for employees at all
levels, who have contributed to the growth and performance of your
Company.
Your Directors also thank the clients, vendors, bankers, shareholders
and advisers of the Company for their continued support.
Your Directors also thank the Central and State Governments, and other
statutory authorities for their continued support.
For and on behalf of the Board For and on behalf of the Board
Sirohia & Sons Limited Sirohia & Sons Limited
Sd/- Sd/-
(Managing Director) (Director)
Rakesh Sirohia Rajat Sirohia
Date : 28/05/2015
Place : Kolkata