The Directors have pleasure in presenting before you the 18th Annual
Report of the Company together with the Audited Statement of Accounts
for the year ended 31st March,2010.
FINANCIAL RESULTS (Amt. Rs. In Lakhs)
2009-2010 2008-2009
Total Income 0.00 0.00
Total Expenditure 1.61 1.34
Profit before Tax -1.61 -1.34
Profit after Tax -1.61 -1.34
FINANCIAL & OPERATIONAL HIGHLIGHTS
The Companys factory is closed and hence there was no production and
sale in the company and no performance could be achieved by the company
during the year under review.
The Company incurred losses due to closure of factory. As reported in
the Directors Report 1999-2000, the banker of the company - Central
Bank of India, Corporate Finance Branch, Indore has filed recovery suit
before HonTsle Debts Recovery Tribunal, Jabalpur to recover the entire
amounts financed to the Company as Term Loan & Working Capital Loans by
disposal of the mortgaged immovable properties of the Company. Your
directors are making their best efforts to reach an amicable solution
with the bankers and also taking necessary legal steps to defend the
suit in the Bribunal. However the matter is sub-judice. Similarly,
Sales Tax Department has also locked the factory alongwith banker for
outstanding tax recovery. Apart from this, there is also dues of ESI
and P.F. and the company is not in a position financially to settle the
outstanding dues of any of the authorities.
DIVIDEND
The Board of Directors of the Company has not declared any dividend for
2009-2010.
FIXED DEPOSITS
The Company has not accepted deposits from the public during the year
attracting the provisions of section 58A of the Co. Act, 1956 and Rules
framed there under.
AUDIT COMMITTEE
The Company has formed an Audit committee comprising of 3 directors.
The terms of the reference of the committee are in line with the
requirements specified u/s. 292A of the Co-Act, 1956 and Corporate
Governance as stated in Clause 49 of the Listing Agreement.
DIRECTORS
During the year under review, SANJAY THAKUR, DIRECTOR of the company
will retire by rotation at the ensuing Annual General Meeting of the
Company and being eligible, offers himself for re-appointment.
AUDITORS
M/s RAO & ASSOCIATES, Chartered Accountants, Mumbai have given their
consent for re- appointment of Auditors of the Company.
During the year, M/s S.chandulal & Co., Chartered Accountants, Mumbai
have shown their unwillingness to be continue to be the auditors of the
company hence the Board approached another auditor firm M/s Rao &
Associates, Chartered Accountants, Mumbai. After receipt of written
consent from them, the Board convened an EGM on 28-03-2010 for seeking
consent of share holders for appointment of new auditors of the
company.
PARTICULARS OF EMPLOYEES
There was no employee in the Company whose particulars are required to
be furnished as per section 217 (2A) of the Companies Act, 1956, read
with Companies (Particulars of Employees) Rules, 1975 as amended
upto date.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING/OUTGO.
The information under section 217(1) (e) of the Companies Act, 1956 on
Conservation of Energy, Technology Absorption as required to be
disclosed is not possible to be disclosed as there is no information
available with the company due to closure of factory premises.
During the year under review the Company has no foreign exchange
earnings and outgo.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to section 217(2AA) of the Companies Act. 1956 the Directors
confirm :
(a) that in the preparation of annual accounts, the applicable
accounting standards have been followed;
(b) that the Directors have selected such accounting policies and
applied them consistently and made judgements 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 and of the
profit of the Company for that period;
(c) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provision of the Companies Act, 1956 for safeguarding the assets of the
company and for preventing and detecting fraud and other
irregularities;
(d) that the Directors have prepared the Annual Accounts on a going
concern basis in spite of closure of factory.
CORPORATE GOVERNANCE AND COMPLIANCE
A report on corporate governance along with Management Discussion and
Analysis is annexed to this report. A certificate from Statutory
Auditors with regards to the compliance of the corporate governance, as
stipulated in Clause 49 of the Listing Agreement, by the company is
annexed to this report.
The company has fully complied with all mandatory requirements
prescribed under Clause 49 of the listing agreement. In addition, the
company has also implemented some of the non mandatory provisions of
Clause 49.
ACKNOWLEDGEMENT
Your Directors wish to express their sincere appreciation for the
co-operation and support received from suppliers, Banks, shareholders,
customers, Officers and other employees of the Company throughout the
year.
By order of the Board
For DUJOHN LABORATORIES LIMITED
Sd/-
Place : INDORE ARUN GOYAL
Date : 01/09/2010 CHAIRMAN
|