| Dear Members,
The Directors take pleasure in presenting the Annual Report along with
the Audited Statement of Accounts of the company for the Financial Year
ended 31st March 2014.
FINANCIAL PERFORMANCE
Figures in Rs. Lacs
PARTICULARS Current Year Previous Year
2013-14 2012-13
Total Income 2.13 0.09
Profit / Loss before interest,
Depreciation (1.07) (3.07)
Depreciation 0.19 1.36
Profit / (Loss) for the year (4.92) (6.56)
DIVIDEND
In view of the accumulated losses, the Directors regret their inability
to declare any dividend for the year under review.
DIRECTORS
In respect of the appointment of the Mr. Ankur Arora as Non-Executive
Independent director, a notice in writing in the prescribed manner as
required by section 160 of the Companies Act, 2013 and Rules made
thereunder has been received by the Company, regarding candidature of
the aforesaid directors for the office of the director.
Pursuant to section 152 of the Companies Act, 2013 and in accordance
with provisions of Article of Association of the Company, Ms. Nisha
Goyal, Director of the Company, retires by rotation and being eligible,
offer herself for re-appointment.
None of the Directors are disqualified under section 164 (2) of the
Companies Act, 2013.
AUDITORS
Mr. Deepak Gupta, Chartered Accountants, Statutory Auditors of the
Company will hold office up to the conclusion of the ensuing Annual
General Meeting and has conveyed his intent not to seek reappointment
as Statutory Auditor of the Company.
On recommendation of the Audit Committee, the Board recommends the
appointment of M/s A Kay Mehra& Co., Chartered Accountants as Statutory
Auditors. Mr. A Kay Mehra& Co., Chartered Accountants, if appointed by
members, shall hold office from the conclusion of ensuing Annual
General Meeting up to the sixth Annual General Meeting of the Company
subject to ratification of their appointment at every AGM.
A written confirmation has been received from them as required under
section 141 of the Companies Act, 2013 to the effect that their
appointment, if made, would satisfy the criteria provided in said
section.
AUDIT REPORT & ACCOUNTS
The comments on statement of accounts referred to in the report of the
auditors are self-explanatory.
COMPLIANCE CERTIFICATE
Pursuant to requirement of Section 383A(1) of the Companies Act, 1956,
with respect to Compliance Certificate, the Company has obtained
Compliance Certificate from practicing Company Secretary, for the
Financial year ended 31.03.2014. The same has been attached in
Director's Report.
CORPORATE GOVERNANCE REPORT
Your Company always places major thrust on managing its affairs with
diligence, transparency, responsibility and accountability thereby
upholding the important dictum that an organization's corporate
governance philosophy is directly linked to high performance.
The Company understands and respects its fiduciary role and
responsibility towards its stakeholders and Society at large, and
strives to serve their interests, resulting in creation of value and
wealth for all stakeholders.
The Compliance report on corporate governance and a certificate from
M/s. Deepak Gupta & Associates, Chartered Accountants, Statutory
Auditors of the Company, regarding compliance of the conditions of
corporate governance, as stipulated under clause 49 of the listing
agreement with the stock exchanges, is attached herewith to this
report.
MANAGEMENT DISCUSSION & 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 in India, is presented in a separate section forming part of
the Annual Report.
DIRECTOR'S RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, The
Board of Directors of your Company state:
i. that in the preparation of the annual accounts, the applicable
accounting standards had been followed;
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
loss/profit 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 the Companies Act, 1956, safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities.
iv. that the directors had prepared the annual accounts on a going
concern basis.
MATERIAL CHANGES
There was no material change affecting the financial position of the
Company between the date of Balance Sheet and the date of this Report.
PARTICULARS OF EMPLOYEES
The information required in accordance with the provisions of section
217 (2A)of the Companies Act, 1956, read with Companies (Particular of
Employees) Rules, 1975 as amended by Company(Particular of Employees)
Rules, 2011 is NIL.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION
In view of the nature of activities which are being carried on by the
Company, the particulars as prescribed under Section 217(1)(e) of the
Companies Act, 1956 read with Companies' (Disclosure of Particulars in
the Report of the Board of Directors) Rules, 1988 regarding
Conservation of Energy And Technology Absorption are not applicable to
the Company.
FOREIGN EXCHANGE EARNINGS & OUTGO
The Company mainly deals in domestic market and has NIL sales on
account of exports, thereby resulting NIL foreign exchange earnings and
outgo during the accounting Year 2013-14.
ACKNOWLEDGEMENT
Your Board of Directors wish to place on record their sincere
appreciation for the continued support and cooperation of the
shareholders, bankers, various regulatory and government authorities
and employees of the Company. Your support as shareholders and members
of the company is greatly valued. Board acknowledges your continued
association and support in the growth of the organization.
Place: Saharanpur
Date: 11/08/2014 By Order of the Board
For Raymed Labs Ltd.
Sd/-
Ajai Goyal
Chairman |