| Dear Members,
The Directors present their Forty-second Annual Report on the business
operations of the Company alongwith the Statement of Audited Accounts
for the year ended 31st March, 2014.
FINANCIAL RESULTS :
Financial results for the year ended 31st March 2014 are as under :
(Rs. in Lacs)
Particulars Current Year Previous Year
2013-14 2012-13
Sales & Other Income 86.86 79.48
Exceptional Items (Profit / (Loss)
on disposal of assets) (1.20) 4.55
Profit before Depreciation and Tax 56.71 45.73
Less: Depreciation 2.96 2.86
Profit before Tax 53.75 42.87
Less: Provision for taxation 16.62 11.25
Profit for the year 37.13 31.62
Add: Balance brought forward from
previous year (371.52) (403.13)
Balance Carried over to the Balance Sheet (334.39) (371.51)
OPERATIONS :
During the year under review, your Company has not carried out any
significant business. The total other income earned was Rs. 86.86 Lacs
as against " 79.48 Lacs in the previous year. Profit before
Depreciation and Tax but after exceptional items amounted to " 56.71
Lacs. After providing for depreciation to the tune of " 2.96 Lacs and
adjustments for prior period expenses & provision for current &
deferred tax of " 16.62 Lacs the Company has registered a Net Profit of
" 37.13 Lacs in comparison with Net Profit of " 31.62 Lacs in the
previous year.
DIVIDEND :
In view of the accumulated losses, your Directors regret their
inability to recommend any dividend for the year ended 31st March,
2014.
DIRECTORS :
Pursuant to the provisions of Section 152 of the Companies Act, 2013,
Shri Prakash Kumar Mohta shall retire by rotation in the forthcoming
Annual General Meeting. The Board has recommended the re-appointment of
Shri Prakash Mohta to the shareholders. The detailed resume of Shri
Prakash Kumar Mohta is provided in the notice of the Annual General
Meeting.
Pursuant to the provisions of Section 149 of the Companies Act, 2013,
Mr. S. G. Somani and Mr. Basant Kumar Daga are proposed to be appointed
as Independent Directors of the Company for a period of 5 years. The
Board of Directors of the Company has recommended the appointment of
Mr. S. G. Somani and Mr. Basant Kumar Daga as Independent Directors for
the approval of shareholders. The detailed resume of Mr. S. G. Somani
is provided in the notice of the Annual General Meeting.
RESPONSIBILITY STATEMENT :
Pursuant to Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm the following :
* Your Directors state that in the preparation of the annual accounts,
the applicable accounting standards had been followed alongwith proper
explanation relating to material departures.
* Your Directors 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 the financial year ended 31st March, 2014
and of the Profit of the Company for the year.
* Your 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 fraud and other irregularities.
* Your Directors have prepared the attached Statement of Accounts for
the year ended 31st March, 2014 on a going concern basis.
CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION & ANALYSIS REPORT :
As per Clause 49 of the Listing Agreements entered into with the Stock
Exchanges, Corporate Governance Report with Auditors' Certificate
thereon and a Management Discussion and Analysis Report are attached
and form part of this report.
AUDITORS :
The Auditors M/s. Singhi & Company, (Firm Registration No. 302049E),
Chartered Accountants retire at the ensuing Annual General Meeting and
being eligible, offer themselves for re-appointment. Your directors
recommend their name as Statutory Auditors for the Financial Year
2014-15 for approval of shareholders.
AUDITORS' REPORT :
Observations made in the Auditors' Report are self-explanatory and
therefore, do not call for any further comments under Section 217(3) of
the Companies Act, 1956.
FIXED DEPOSITS :
The Company has not accepted or renewed any deposit from public during
the year under review.
PARTICULARS OF EMPLOYEES :
During the year under review, none of the employees of the Company,
whether employed for the whole year or part thereof, was in receipt of
remuneration aggregating to or in excess of the limits specified under
Section 217(2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees) Rules, 1975 as amended. Hence, no
particulars have been furnished in this regard.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO :
During the year the Company has not undertaken any manufacturing
activities. Hence, information pursuant to Section 217(1) (e) of the
Companies Act, 1956 read with the Companies (Disclosure of Particulars
in the Report of Board of Directors) Rules, 1988 is not attached as
your Directors have nothing to report in this regard.
There has been no earning and expenditure in foreign currency during
the year under review.
ACKNOWLEDGEMENTS :
The Directors wish to express their gratitude to the bankers, clients
and all the business associates for their continuous support to the
Company and to the Shareholders for the confidence reposed in the
Company's management. The Directors also convey their appreciation to
the employees at all levels for their enormous personal efforts as well
as collective contribution.
For and on behalf of the Board
PRAKASH KUMAR MOHTA
Place : Mumbai DIN : 00191299
Date : 30th May 2014 Chairman | 