| Dear Members
The Directors have pleasure in presenting the 29th Annual Report
together with Audited Accounts for the financial year ended 31st March,
2014:
Financial results and Appropriations: (In Lakhs)
PARTICULARS 2013-14 2012-13
Gross Income 724.63 906.75
Profit before Tax -38.91 60.94
Provision for Tax
Current 0.00 16.30
Deferred -12.91 3.02
Fringe Benefit Tax 0.00 0.00
Excess provision of Income 0.00 0.53
Tax relating to previous year 0.00 0.00
Written back 0.00 0.00
Profit after Tax -26.00 42.15
Surplus brought forward 0.00 46.23
Profit available for
Appropriation 0.00 88.38
Transfer to General Reserve 0.00 10.00
Dividend 0.00 22.43
Dividend Tax 0.00 3.81
Surplus carried forward 0.00 52.14
Despite best efforts the company could not generate profits for the
year.
1. Dividend:
Due to loss suffered during the year your directors are not
recommending payment of dividend.
2. Fixed Deposits:
The company has neither invited nor accepted any Fixed Deposits from
public during the financial year under review.
3. Directors:
Smt.Farah Kamal and Sri Akmal Hassan Razvi, Directors of the company
retire by rotation and being eligible offers themselves for
re-appointment.
4. Directors Responsibility Statement:
In accordance with the provisions of Section 217(2AA) of the Companies
Act. 1956, your directors hereby report:
(a) that in the preparation of Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures;
(b) that the directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
responsible and prudent so as to give a true and fair view of the state
of affairs of the company as at 31st March, 2014 and of Profit and Loss
account for the year ended as on that date,
(c) that the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act. 1956 for safe guarding the assets of
the company and for preventing and detecting fraud and other
irregularities;
(d) that the directors have prepared annual accounts on a going concern
basis.
5. Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo:
The requisite information with regard to Conservation of Energy,
Technology Absorbtion and Foreign Exchange Outgo and Earnings in terms
of Companies (Disclosure of Particulars in the report of Board of
Directors) Rules, 1988 are set out in separate statements attached
hereto (Annexures "A" & "B" respectively) and form part hereof.
6. Personnel:
Information in accordance with Sub-Section (2A) of Section 217 of the
Companies Act, 1956. read with the companies (Particulars of employees)
rules, 1975. and forming part of Director's report for the year ended
31st March, 2014 is not applicable as there was no employee drawing
remuneration in excess of prescribed limits.
7. Auditors:
M/s K.S.Aiyar & Co., Chartered Accountants, retires at the forthcoming
Annual General meeting and are eligible for re-appointment. As required
under Section 224 of the Companies Act, 1956, the company has obtained
from them a confirmation to the effect that their re-appointment, if
made, would be in conformity with the limits prescribed in the said
section.
8. Corporate Governance and Compliance Certificate:
Separate notes on Corporate Governance and Management Discussion and
Analysis Report are set out as Annexure "C" and "D" respectively. A
certificate from the Auditors of the company regarding compliance of
conditions of Corporate Governance as stipulated under Clause 49 of the
Listing Agreement is attached to this report.
9. Listing Agreement Requirements:
(i) The securities of your company are listed at BSE Limited. The
company has paid the Annual Listing fee to these Stock Exchanges up to
date.
(ii) Trading in company's securities has been suspended since 27th
March 2013 for non compliance of certain clauses of listing agreement.
The Company has since complied with and awaiting revocation from BSE
Ltd.
10. Buy Back of Shares
There was no buy back of shares during the year under review.
11. Acknowledgements:
Your directors take this opportunity to express their appreciation for
the co-operation received from State bank of India, ICICI Bank Limited,
the office of Central Government and the State Government at various
levels and others who have associated with the company.
Your company considers its employees as the most valuable asset and
believes that it is the people who are behind a strong and professional
organization. The Board wishes to place on record its sincere
appreciation for the contribution, devotion and dedicated efforts put
in by the employees at all levels in ensuring high levels of
performance and growth that your company has achieved during the year.
Appreciation is taken on record for the continued support being
extended by the Shareholders.
Place : Bangalore On behalf of the Board
Date 29th May 2014. Mustafa Kamal Basha
Chairman & Managing Director |