| To The Members of Scope Industries (India) Limited
The Directors have pleasure in presenting herewith the 29th Annual
Report of your Company together with the Audited Accounts for the
financial year ended 31st March, 2013.
FINANCIAL RESULTS: (Rs.in lakhs)
PARTICULARS YEAR ENDED YEAR ENDED
31.03.2013 31.03.2012
Sales 9821.08 5440.69
Other Income 4.03 -
Total 9825.11 5440.69
Expenditure 9297.74 5294.00
Profit before depreciation and Income tax 527.37 146.69
Depreciation 14.11 0.25
Net profit before tax 513.26 146.44
Provision for taxation
a. Current tax (Mat) 102.69 29.30
b. Deferred tax 3.88 0.27
c. Mat credit entitlement (102.69) -
Profit after tax 509.28 116.87
DIVIDEND:
As a measure of prudence and with a view to conserve resources for
funding the business plans of the Company, no dividend on the Equity
Shares for the year ended 31st March, 2013 was recommended.
PARTICULARS OF EMPLOYEES:
There are no employees whose particulars are required to be furnished
under Section 217(2A) of the Companies Act, 1956 read with Companies
(Particulars of employees) Rules, 2011, as amended from time to time as
remuneration of none of the employees is in excess of Rs. 5, 00,000/-
per month, if employed for the part of year or Rs.60, 00,000/- per
annum during the financial 2012-2013.
DIRECTORS:
Sri Niyas Ahmed, Sri Nisar Ahmed and Sri. Pattela Srinivas Goutam
Directors of your company retires by rotation at the ensuing Annual
General Meeting and being eligible for re-appointment, offers
themselves for re-appointment.
The Board of Directors in the Meeting held on 30th May, 2013, by
superseeding to the earlier resolutions re-appointed Sri Sriram Pavan
Kumar Vemuri as Chairman & Managing Director and Sri. D. Hari Charan as
Whole Time Director w.e.f. 1st June, 2013 and the Board also appointed
Sri. Pattela Srinivas Goutam and Sri. Sai Kumar Akella as Whole Time
Directors of the Company w.e.f. 1st June, 2013 subject to the approval
of the members in the ensuing Annual General Meeting.
The draft resolutions along with explanatory statement with regard to
aforesaid appointment and reappointment is annexed to the notice for
your consideration.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to Section 217(2AA) of the Companies Act, 1956 the directors
of your company hereby confirm that:
1. In preparation of annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
material departure, if any, there from;
2. The directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give true and fair view of the state of affairs of
the Company at the end of the financial year ended 31st March 2013 and
of the profit and loss of the company for that period;
3. The directors have 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 frauds and other irregularities;
4. The directors have prepared the annual accounts on a going concern
basis.
AUDITORS:
M/s Ramasamy Koteswara Rao & Co, Chartered Accountants, Statutory
Auditors of the Company retires at the conclusion of the ensuing Annual
General Meeting and has expressed their willingness to be reappointed.
The Company has received a certificate from the Auditors to the effect
that their appointment, if made will be in accordance with the
provisions of Section 224(1B) of the Companies Act, 1956.
REPLY TO AUDITOR'S OBSERVATION
With regard to deposit of amounts with statutory authorities ( point
9(a) of auditors report). Your Board would like to bring to your notice
that due to liquidity problmes, the said delay was caused.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
A. Conservation of Energy - The present operation of the Company do
not involve high energy consumption. However steps being taken to
minimize energy consumption where ever possible
B. Research & Development - Not Applicable
C. Technology Absorption - Not Applicable
D. Foreign Exchange Earnings & Outgo : ( Rs. in Lakhs)
2012-2013 2011-12
Foreign Exchange earnings Nil Nil
Foreign Exchange outgo Nil Nil
DEPOSITS:
Your company has not accepted any deposits falling under Section 58A of
the Companies Act, 1956 read with Companies (Acceptance of Deposits)
Rules 1975 during the year.
MANAGEMENT DISCUSSION & ANALYSIS
Aspects of Management Discussion and Analysis are enclosed as Annexure
- I to this report
EMPLOYEE STOCK OPTION SCHEME:
As members are aware that the company has, vide Special Resolution
passed at the Extra-ordinary General Meeting held on May 12, 2011;
introduced Employees Stock Option Scheme-2011(Scope ESOS -2011) to
enable the employees of the company to participate in the future growth
and profitability of the company. The Board of Directors of your
company, based on the recommendations of the Remuneration Committee
granted 30,00,000 stock option to its eligible employees out of which
9,00,000 option were exercised by the employees. The disclosure
required under SEBI Guidelines, in this regard, is furnished in the
ANNEXURE II-A
As members are aware that the Company has, vide Special Resolution
passed at the Extra- ordinary General Meeting held on April 25, 2013,
introduced Employees Stock Option Scheme-2013 SCOPE ESOS - 2013) to
enable the employees of the Company to participate in the future growth
and financial successes of the Company. Out of 27,00,000 stock options
under 'SCOPE ESOS - 2013' with each option convertible into one equity
share of Rs. 10/- each, the Board of Directors of your Company, based
on the recommendations of the Remuneration Committee, granted 9,00,000
stock options to its eligible employees, on May 2nd 2013. The
disclosure required under SEBI Guidelines, in this regard, is furnished
in the ANNEXURE. II-B
CORPORATE GOVERNANCE:
Your Company has complied with the requirements of Clause 49 of the
Listing Agreement entered into with the Stock Exchanges. Report on
Corporate Governance including Auditor's Certificate on Compliance with
the code of Corporate Governance under Clause 49 of the listing
agreement is enclosed as ANNEXURE III to this report.
ACKNOWLEDGEMENTS:
Your Directors wish to place on record their sincere appreciation and
gratitude for the continuous support and assistance extended by all the
Statutory Authorities. The Board also extends its heartfelt gratitude
to the Creditors and Sharehold- ers for the confidence reposed by them
in the Company. Your Directors also place on record their appreciation
for the continued contributions made by the employees at all levels.
BY ORDER OF THE BOARD
SCOPE INDUSTRIES (INDIA) LIMITED
Sd/-
Sriram Pavan Kumar Vemuri
Chairman & Managing Director
Place: Hyderabad
Date: 14.08.2013
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