Dear Members,
The Directors are pleased to present the Twentieth Annual Report on
the operations of your Company together with the Audited Statement of
Accounts for the year ended 31st March 2011. The report covers all
major events till the date of this report.
A. Performance of the Company
The healthcare segment in the US is compelled to shift from
conventional Medical Transcription to Electronic Medical Records (EMR).
Though the reforms open up tremendous opportunities for growth, the
above mentioned transition has temporarily affected the productivity.
However,the Company is carrying out the operational activities of the
Company in a better manner. The financial highlights of the Company are
given below:
Financial Results (Stand Alone)
Particulars For the year For the year
ended ended
31.03.2011 31.03.2010
Total Income 1,085,478,878 940,908,699
Less: Total Expenditure 868,224,495 678,194,958
Profit Before Tax &
Exceptional items 217,254,383 262,713,741
Less: Exceptional Items (1,741,129) (428,534)
Profit before Tax 215,513,254 262,285,207
Less: Provision of tax 28,126,955 63,746,504
Profit after Tax 187,386,299 198,538,703
Financial Results (Consolidated)
Particulars For the year For the year
ended ended
31.03.2011 31.03.2010
Total Income 3,312,366,535 2,657,159,488
Less: Total Expenditure 2,459,237,919 1,777,622,050
Profit Before Tax &
Exceptional items 853,128,616 879,537,438
Less: Exceptional Items (1,741,129) (428,534)
Profit before Tax 851,387,487 879,108,904
Less: Provision of tax 97,890,072 153,778,522
Profit after Tax 753,497,415 725,330,382
B. Dividend
In view of the need to conserve funds for plough back, the Directors
feel it is desirable not to recommend any dividend on equity shares for
the financial year.
C. Share Capital
As on date of this report the Authorized capital of the Company is Rs.
20,00,00,000/-(Rupees Twenty Crore only) divided into 2,00,00,000
equity shares of Rs. 10/ - each. The total issued, subscribed and paid
up capital of the Company as on the date of the report is Rs.
14,63,09,960,(Rupees Fourteen Crores Sixty Three Lacs Nine Thousand
Nine Hundred and Sixty only) divided into 1,46,30,996 equity shares of
Rs.10/- each.
D. Constitution of the Board
The Board of the Directors of the Company is duly constituted and the
present structure is as follows:
Name of Directors Designation Date of
Appointment
1 S. M. Parande Chairman, 28/07/2006
Independent
Director
2 Pradeep Managing 28/03/2006
Viswambharan Director & CEO
3 Sooraj C. K. Whole Time 22/03/2006
Director
4 Ravi Sankar Executive 26/04/2010
Director
5 G. K. Misra Independent 28/07/2006
Director
6 Kabir Kewalramani Nominee 19/10/2007
Director
7 Kezer Abbas Independent 12/11/2010
Kharawala Director
During the financial year, none of the Directors have resigned from the
Board of the Company. Mr. Kezer Abbas Kharawala has joined the Board of
Directors of the Company as an Additional Director of the Company with
effect from 12th November, 2010 and holds office up to ensuing annual
general meeting of the Company. The Company has received notice from a
member pursuant to Section 257 of the Companies Act, 1956, signifying
his intention to propose the candidature of Mr. Kezer Abbas Kharawala
for the office of Director.
At the ensuing Annual General Meeting, the following Directors are
liable to retire by rotation as per provisions of Section 255 of the
Companies Act, 1956 and clause No 145 of the articles of association of
the Company and being eligible offers themselves for reappointment:
(i) Mr. Ghanshyam Krishna Misra (ii) Mr. Ravi Sankar
E. Directors'' Responsibility Statement
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956 with respect to Directors'' Responsibility Statement, it is
hereby declared that:
i. in the preparation of the annual accounts for the financial year
ended 31st March 2011 the applicable accounting standards have been
followed along with proper explanation relating to material departures;
ii. the Directors had selected such accounting policies and applied
them consistently and made judgments and estimates that were 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 and of the profit or
loss of the Company for the year under review;
iii. the Directors had 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;
iv. the Directors had prepared the annual accounts on a going concern
basis.
F. Corporate Governance
Your Directors affirm their commitments to the Corporate Governance
standards prescribed by the Securities and Exchange Board of India
(SEBI). A report on the Corporate Governance with Management
Discussions and Analysis as required under Clause 49 of the Listing
Agreement forms part of this report.
G. Auditors
M/s. DMKH & Co, Chartered Accountants, Mumbai, the Statutory Auditors
of the Company retires at the conclusion of the ensuing Annual General
Meeting and is eligible for re- appointment. The Company has received
confirmation from the Auditors that their re-appointment will be within
the limits prescribed under section 224(1 B) of the Companies Act,
1956. The necessary resolution is being placed before the shareholders
for approval.
H. Auditor''s Report
The report of the Auditors of the Company and notes to the accounts are
self explanatory and therefore do not call for any further comments and
may be treated as adequate compliance of Section 217(3) of the
Companies Act, 1956.
I. Fixed Deposits
Your Company has not accepted any public deposit within the meaning of
provisions of section 58A of the Companies Act, 1956 read with the
Companies
(Acceptance of Deposit) Rules, 1975 and as such no amount of principal
or interest are outstanding as on the balance sheet date.
J. Particulars of Employees
During the period under review, no employee of the Company has received
remuneration at a rate, which, in the aggregate was more than Rs.
5,00,000/- or more per month or Rs.60,00,000/- or more per annum and
hence there was no requirement of a statement under sub section (2A) of
the Section 217 of the Companies Act, 1956 read with Companies
(Particulars of Employees) Rules, 1975.
K. Conservation of Energy
Your Company''s operations do not involve large scale use of energy. The
disclosure of particulars under this head is not applicable as your
Company operates in the Service sector. Although your Company is not a
large- scale energy user, it acknowledges the concept of conservation
of energy.
L. Foreign Exchange Earnings & Outgo
The foreign exchange earnings of the Company for the year is Rs.
1,069,026,524/- as against Rs.927,621,875/- of the previous year and
the foreign exchange outgo of the Company for the year is Rs.
77,261,143/- as against Rs. 89,430,474/- of the previous year. Also
note that there is a difference in the previous year forex outflow of
the Company in the P&L for the current year from that of the Previous
year''s P&L Account.
M. Subsidiaries Companies
In terms of the general exemption given by the Ministry of Corporate
Affairs, Government of India (MCA) through General Circular No. 2/2011
and Press Note 3/2011, the Board of Directors has accorded their
consent to the Company not to attach the specified particulars of its
Subsidiary Companies with the balance sheet of the Holding Company.
N. Acknowledgement
Your Directors place on record their gratitude to the Central and State
Government, the Company''s Bankers for their assistance, co-operation
and encouragement they have extended to the Company. Your Directors
also wish to place on record their sincere thanks and appreciation for
the continuing support and unstinting efforts of investors, customer,
vendors and employees in ensuing an excellent all around operational
performance.
By and on behalf of the Board
Accentia Technologies Limited
Pradeep Viswambharan Sooraj C. K.
Managing Director & Director
Chief Executive Officer
Mumbai
November 26, 2011
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