| The Directors have pleasure in presenting their report together with
the audited Balance sheet as at 31st March 2015 and Statement of Profit
& Loss for the year ended on that date.
Financial Results
Amount (In Rs.)
S.
No. Particulars 2014-2015 2013-2014
1. Gross Income 53,98,378.03 43,62,755.00
2. Profit Before Interest and
Depreciation 5,48,042.33 2,31,866.41
3. Profit Before Tax 2,78,890.33 80,391.41
4. Provision for Tax 77,496.00 26,048.00
5. Profit After tax 2,01,394.33 54,343.41
6. Proposed Dividend on
Equity Shares NIL NIL
7. Balance Brought forward from
Balance Sheet 27,83,598.46 27,29,255.05
8. Balance carried forward to
Balance Sheet 29,84,992.79 27,83,598.46
Management Discussion and Analysis Report
As required under clause 49 of the listing Agreement with the Stock
Exchanges, the management Discussion and Analysis report is enclosed as
a part of this report.
Corporate Governance and Shareholders Information
Your Company has taken adequate steps to adhere to all the stipulations
laid down in Clause 49 of the listing agreement. As report on Corporate
Governance is included as part of this report. Certificate from the
Statutory Auditors of the Company M/s Ashok Kumar Natwarlal & Co.,
Chartered Accountants confirming the compliance with the conditions of
Corporate Governance as stipulated under Clause 49 of the Listing
Agreement is included as a part of this report.
Listing with Stock Exchanges
The Company confirms that it has paid the Annual Listing Fees for the
year 2015-2016 to CSE where the Company's share are listed.
Dematerialisation of shares
96.10% of the Company's paid up Equity share Capital is in
dematerialised form as on 31/03/2015 and the balance are in physical
form. The Company's registrar are M/s Niche Technologies Private
Limited having their registered office at D-511 Bagree Market, 5th
Floor, 71, B R B Basu Road Kolkata-700001.
Number of Board Meetings Held
The Board of Directors duly met Eleven Times during the financial year
from 1st April 2014 to 31st March 2015. The dates on which meetings
were held are as follows:
10/04/2014, 31/05/2014, 10/06/2014, 11/07/2014, 11/08/2014,
31/10/2014,28/11/2014, 16/12/2014, 13/01/2015, 30/03/2015, 31/03/2015.
Directors
Pursuant to the Provisions of Section 161 (1) of the Companies Act,
2013 read with the Articles of Association of the Company, Sri Pratik
Jain is appointed as Additional Director of the Company with effect
from 16/12/2014. Smt Anny Jain is appointed as additional director of
the Company on 30/03/2015 but she resign on 22/04/2014. Smt Payel
Chakraborty is appointed as Additional Non Executive professional
Director of the Company on 21/04/2015 . Directors shall hold office
only upto the date of this Annual General Meeting and being eligible
offer herself for reappointment.
Subsidiaries
Details of the Subsidairies are covered under MGT-9.
In accordance with the general Circular issued by the Ministry of
Corporate Affairs, Government of India, the Balance Sheet, Statement of
Profit and Loss Account and other Documents of the Subsidiaries Company
are not being attached attached with the Balance Sheet of the Company.
However the information of the Subsidiaries are disclosed in compliance
with the circular. The Company will provide a copy of Separate annual
accounts in respect of each of its subsidiary company to any
shareholder of the company who ask for it and the said annual accounts
will also be kept for inspection at the registered office of the
company and that of the respective subsidiary companies.
Directos Responsibility Statement
Pursuant to Section 134(5) of the Companies Act, 2013 Director of your
company hereby state and confirm that:- a) 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;
b) They 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 financial year and of the profit of the
Company for the same period;
c) The directors have taken proper and sufficient care 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;
d) They have prepared the annual accounts on a going concern basis;
e) They have laid down internal financial controls in the company that
are adequate are were operating effectively;
f) They have devised proper systems to ensure compliance with the
provisions of all applicable laws and these are adequate and are
operating effectively.
Audit Observations
Auditors' observation are suitably explained in notes to the Accounts
and are self-explanatory.
Auditors:
a) Statutory Auditors:- The Auditors M/s Ashok Kumar Natwarlal and Co.
Chartered Accountants, Kolkata have been appointed as Auditor of the
Company at the last Annual General Meeting held on 30.09.2014 for a
period of three years subject to ratification by members at every
consequent general meeting. Therefore, ratification of appointment of
statutory Auditors is being sought from the members of the Company at
the ensuing AGM.
b) Secretarial Audit:- According to the Provision of Section 204 of the
Companies Act, 2013 read with Rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 the Secretarial Audit
Report submitted by the Companies Secretary in Practice is enclosed as
a part of this report.
Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo
Information required under Section 134(3)(m) of the Companies Act, 2013
read with rule 8 of the Companies (Accounts) Rules, 2014 is not
applicable to the Company.
Corporate Social Responsibility
In terms of Section 135 and Schedule VII of the Companies Act, 2013,
the CSR is not applicable for the Company.
Vigil Mechanism
In pursuant to the provisions of Section 177(9) & (10) of the Companies
Act, 2013 a vigil Mechanism for Directors and Employee to report
genuine concerns has been established.
Related Party Transactions
Relate Party Transactions were not entered during the financial year.
Therefore the requirement of Form AOC-2 is not required.
Extracts of Annual Return
The details forming part of the Extract of the Annual Return in form
MGT-9 is annexed.
Particulars of Loans, Guarantees or Investments
The Company has not given Loans, Guarantees and Investments. Therefore
the requirement to disclose in Notes to Accounts are not required.
Preferential Issue
During the Year the Company came out with a Preferential Issue of
12,00,000 equity shares @ of Rs. 25/- each. The issue was subscribed
and shares are allotted on 10/06/2014.
Remuneration to the Directors/KMP
Sr
No. Names Designation Remuneration
in 2014- Remuneration
in 2013-
2015 2014
1 Mr. Sanjay Kumar
Tiwari Managing Director 1,16,667 Nil
2 Mr. Jay Prakash
Lahoti CS (KMP) 96,667 Nil
3 Mr. Raghav Randar CFO (KMP) 96,667 Nil
Mr. Jay Prakash Lahoti resigned from the post of Company Secretary on
31/03/2015.
Acknowledgement
Directors deeply acknowledge the trust and confidence you have placed
in the company. Director would also like to thank all its Banker,
Customer, Vendors and Shareholders for their Continued support to the
Company. In specific, the Board would also record its sincere
appreciation of the Commitment and Contribution made by all employees
of the Company.
Kolkata BY ORDER OF THE BOARD |