| The Members,
The Directors are pleased to present 34th Annual Report and Audited
Accounts and the report on Company's business and operations for the
financial year ended 31 st March, 2014.
FINANCIAL RESULTS:
The performance during the year is as under
Particulars CURRENT YEAR PREVIOUS YEAR
31.03.2014 31.03.2013
(Rs. laks) (Rs. laks)
Sales 3056.29 3637.17
Other income 36.86 89.837
Total Income 3093.15 3726.98
Profit before Depreciation, Interest 20.48 46.63
and Exceptional items
DEDUCT
Depreciation 3,68 0
Interest 0 0
Profit before tax, prior period and 16.80 46.63
extraordinary items
Prior period adjustments 0 0
Extraordinary items 0 0
Provision for taxation ( net of deferred 0 0
tax adjustment)
Profit after tax 16.80 46.63
Income tax of earlier years 0 0
Surplus brought forward from last year (2043.12) (2089.75)
Balance available for appropriation -- --
APPROPRIATION
Proposed Dividend -- --
Transfer from General Reserve 1448.61 --
Balance c/f to Balance Sheet (577.71) (2043.12)
OPERATIONAL AND FINANCIAL PERFORMANCE
During the year ended March 31st , 2014 the Company has achieved a sale
turnover of 3056.29 lakhs as against Previous year of Rs. 3637.17
Lakhs. For the Financial Year 2013-14 Your Company has earned a Profit
Before Tax of 16.80 Lakhs against Profit of Rs. 46.63 lakhs.
SHARE CAPITAL
The Authorized Share Capital of the Company is Rs. 12,00,00,000/-
(Tweleve Crores) divided into 1,20,00,000 (One Crore and Twenty Lakhs
Rupees) Equity Shares of Rs. 10/- each and Paid -up Share Capital of Rs
10,07,50,000/- (Ten Crores and Seven Lakhs and fifty thousand Rupees)
divided into 1,00,75,000 (One Crore and Seventy Five thousand)Equity
shares of Rs 10/- each.
DIVIDENDS
In order to keep the resources for the operations of the Company, no
dividend is recommended for the year ended 31 st March, 2014.
DIRECTORS
Mr. Ravi Surana Pukhraj (DIN :01777676) Director, retire by rotation
and being eligible offer themselves for re-appointment at the ensuing
Annual General Meeting.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and analysis Report for the Year under review as
stipulated in Clause 49 of the Listing Agreement with Stock Exchanges,
is presented as separate section forming part of the Annual Report.
FUTURE OUTLOOK:
The Company is looking for new avenues to increase the turnover and
profitability.
DIRECTORS RESPONSIBILITY STATEMENT
As required u/s 217 (2AA) of the Companies Act, 1956, you Directors
confirm that:
1. In preparation of Annual Financial Statement of Account for the
period ended 31st March 2014, the applicable accounting standards have
been followed along with proper explanation relating to material
departures.
2. 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 2013-2014 and the profit &
loss of the company for that period.
3. 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 safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities.
4. The annual accounts for the year ended 31il March, 2014 have been
prepared on a going concern basis.
Disclosures under Section 217(l)(d) of the Companies Act, 1956
Except as disclosed elsewhere in this report, there have been no
material changes and commitments which can affect the financial
position of the Company occurred between the end of the financial year
of the Company and date of this report.
Particulars of Employees
There are no employees who are, in receipt of remuneration of R$.60
Lakhs or more per annum, if employed throughout the year or Rs.5 Lakhs
or more per month if employed for a part of the year, falling within
the provisions of Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Rules, 1975, during the year ended
31.03.2014.
Auditors
The auditors, M/s. N.K. JALAN & CO., Chartered Accountants, Mumbai,
hold office until conclusion of the ensuing Annual Genera! Meeting,
have confirmed their eligibility and willingness to accept office, if
re-appointed. In terms of Section 139(2) and other applicable
provisions of the Companies Act, 2013 the present auditors can only be
re- appointment for a period of 3 consecutive years from the conclusion
of the ensuing 34lh Annual Genera! Meeting till the conclusion of 37th
Annua! General Meeting of the Company subject to ratification by the
Members at every Annual General Meeting. The Audit Committee and Board
of Directors recommend the re- appointment of Auditors for approval of
the Members.
Auditors' Report
The auditors view are self explanatory. The Board of Director shall
take necessary steps towards depreciation calculation as per companies
act in the following financial year."
Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo
Information on Conservation of Energy, Technology Absorption, Foreign
Exchange Earnings and outgo as required to be disclosed 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, are provided as an Annexure forming a
part of this Report. Since the manufacturing activities are suspended
the compliance reports required under Section 271(l)(e) are no longer
applicable to the company.
a. Conservation of Energy : Not Applicable
b. Technology Absorption ; nil
c. Foreign Exchange Earnings ( on accural basis ) : NIL
d. Foreign Exchange Earned Outgo (on accural basis) : NIL
LISTING INFORMATION
The Equity Shares of your company are listed at the Mumbai Stock
Exchange, in terms of Clause 38 of Listing Agreement, the listing fees
for the financial year 2013-2014 have already been paid.
DEMATERIALISATION OF SHARES
As the members are aware, your company's shares are tradable
compulsorily In electronic form and your company has established
connectivity with both the depositories viz. National Securities
Depository Limited (NSDL) and Central Depository Limited (CDSL). The
members are requested to dematerialize their physical holding in view
of various advantages of holding the shares in dematerialized form. The
company also follows the transfer cum demat procedure for quick
transfer and dematerialization of shares.
M/s Aarathi Consultants Private Limited, 1-2-285, Domalguda, Hyderabad,
a registered Depository Participant has been retained as Registrar and
Share Transfer Agent.
Deposits
The Company has not accepted any deposits from the Public under section
58A of the Companies Act, 1956 and as such, no amount of principal or
interest was outstanding as of the Balance Sheet Date.
CORPORATE GOVERNANCE:
Your company has been practicing the principles of good Corporate
Governance over the years and the Board of Directors lays strong
emphasis on transparency, accountability and integrity. The Company has
taken adequate steps to ensure that the conditions of corporate
Governance as stipulated in clause 49 of the listing agreements of the
Stock Exchanges are complied with. Further a report on Corporate
Governance and Auditors Certificate regarding compliance of the
conditions of Corporate Governance as stipulated under Clause 49 of the
listing agreement with Stock Exchanges is given in the Annual Report.
ACKNOWLEDGEMENTS
Your Directors convey their sincere gratitude and express their
appreciation for the assistance extended by Company's Bankers-HDFC
Bank, Indian Bank, and various agencies of State and
Central Governments for their continued support and guidance. The
industrial relations of the Company were cordial throughout the year
under review.
Your directors wish to place on record their appreciation for the
services rendered by all Officers, Staff and Workmen of the Company.
Your Directors would also like to thank all the shareholders who have
reposed their confidence on the Company.
Hyderabad By Order of the Board
27.08.2014 For P.M. TELELINNKS LIMITED
Sd/-
(G. P. Surana)
Managing Director
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