Dear Shareholders,
The Directors have pleasure in presenting the Twenty Seventh Annual
Report together with Audited Statement of Accounts of the Company for
the Financial Year ended 31st March, 2011.
FINANCIAL RESULTS
The working Results of the Company are briefly given below:
Current Year Previous Year
(Rs. In Lacs) (Rs. In Lacs)
Sales & Other Income 13,224.22 12,670.60
Profit before Interest &
Depreciation etc. 2,581.63 2,326.24
LESS:
— Interest 875.22 720.62
— Depreciation 98.98 974.20 98.77 819.39
1,607.43 1,506.85
ADD:
— Surplus Profit Brought Forward
from Previous Year 181.16 105.62
1,788.59 1,612.47
APPROPRIATIONS
— Provision for Taxation 606.32 476.92
— Provision for Deferred Tax
Liability (-) 31.16 (-) 25.18
— Transfer to General
Reserve 825.00 850.00
— Proposed dividend 110.76 110.76
— Dividend distribution tax 18.39 1,529.31 18.82 1,431.32
— Surplus Profit Carried to
Balance Sheet 259.28 181.15
DIVIDEND
Your Directors are pleased to recommend, for your approval, payment of
Dividend at the rate of 15% on equity shares for the year ended on the
31st March, 2011 (Previous Year 15%), which, if approved by the
shareholders in the ensuing Annual General Meeting will absorb Rs.
129.15 Lacs approx. including payment of tax, surcharge and cess
thereon.
REVIEW OF OPERATIONS
The year under review has recorded increase in turnover and
profitability. The sales and other income have touched Rs. 132.24
crores showing an increase of 4.37% as compared to the previous years
Rs. 126.71 crores. Profit before tax at Rs. 16.07 crores is higher by
6.67% as compared to Rs. 15.07 crores of last year. Out of the
disposable surplus of Rs. 1213.43 lacs, a sum of Rs. 129.15 Lacs has
been kept for dividend and dividend tax and a sum of Rs. 825 lacs has
been transferred to General Reserves which stood at Rs. 5014.30 Lacs at
the end of the year. The operational performance of the Company has
been comprehensively discussed in the Management Discussion and
Analysis Report and the same forms part of this Directors'' Report.
STATUTORY STATEMENTS
(A) Conservation of Energy and Technology Absorption and Foreign
Exchange Earnings and Outgo :
The particulars as required under section 217(1) (e) of the Companies
Act, 1956, read with Companies (Disclosure of Particulars in the report
of Board of Directors) Rules, 1988, are set out in the Annexure-A
included in this report.
(B) Particulars of Employees :
The Statement showing particulars of employees pursuant to the
provision of Section 217 (2A) of the Companies Act, 1956, read with
Companies (Particulars of Employees) Rules, 1975 is annexed hereto as
Annexure-B and forms part of this Report.
(C) Foreign Exchange Earnings and Outgo :
Activities relating to export initiatives to increase exports
Developments of New export markets for products and Services and Export
plan:
During the year under review, the Company has not made any export of
its goods and services, whereas, the company has continued to maintain
focus on and avail of export opportunities based on economic
consideration.
The particulars relating to Foreign Exchange Earning & Outgo incurred
during the period are:
Foreign Exchange Earning : Rs. 11,10,496/-
Foreign exchange Outgo : Rs. 15,27,216/-
ISO 9001:2000 CERTIFICATION
We have immense pleasure to inform all of you that your Company has
been awarded ISO 9001:2000 Certification on 13th August, 2004.
ISO is a powerful set of statistical and management tool that can
create dramatic increase in systematic productivity, customers
satisfaction and shareholders'' value. Your Company continues to adhere
to its true spirit, along with the systems and procedures laid down in
its QUALITY MANUAL.
CORPORATE GOVERNANCE
Your Company''s Corporate Governance philosophy stems from the belief
that corporate governance is a key element in improving efficiency,
transparency, accountability and growth as well as enhancing investor
confidence.
Your Company has infused the philosophy of Corporate Governance in all
its activities so as to conduct its affairs to ensure fairness to all
stakeholders. It is the firm belief that the Corporate Governance
furthers attainment of transparency, accountability, sincerity and law
abiding status in all facets of the operations of the Company and its
interactions with members, employees, lending institutions and the
government authorities. Therefore, it is also a process of building
positive relationship and making a wider impact with greater commitment
and trust, on all with whom the Company has relationship.
Your Company continuously endeavor to improve upon integrity,
professionalism and accountability and adopt innovative approaches for
the leveraging resources, converting opportunities into achievements
through proper empowerment and motivation, fostering a healthy growth
and development of human resource to take the Company forward and as
required:-
a) A report on Corporate Governance together with a certificate
received from M/s Sekhri & Associates, Chartered Accountants, Statutory
Auditors of the Company confirming the compliance with the provisions
of Corporate Governance as stipulated in Clause 49 of the Listing
Agreement is given separately which forms part of this Report;
b) Management Discussion and Analysis Report is also given separately
and also form part of this Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your Company acknowledges and offers full support to Governments''
schemes for economically weaker sections. It endeavors to make a
constructive contribution to the underprivileged communities by
supporting socio-economic initiatives. The Company had allotted a
number of plots under EWS Category and the families of allottees are
happily living in various colonies developed by the Company. The plots
were allotted through open lottery system at highly subsidized rates.
In addition, environmental issues remain very important and your
Company is well aware of its role as an influencer towards the same. In
order to create awareness amongst employees towards environment, your
Company organizes various Tree Plantation Camps/activities and also
circulating green slogans on regular basis. The Company had organized a
Marathon Run under the slogan Save the Earth, Run for greener
Tomorrow followed by Plantation Drive and Drawing Competition. The
projects of your Company are aimed at environment protection, up
gradation, conservation, water harvesting, etc. and plantation of trees
etc. It is the strong conviction that benefit comes as much from its
strong organizational pledge to Corporate Governance, as from its
pursuit and fulfillment of Corporate Social Responsibility.
Gyan Bharati Trust is currently running school in Saket, New Delhi.
Your Company is supporting various CSR initiatives through Gyan Bharati
Trust.
SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS
The Company has 100% shareholding of its five Subsidiary Companies i.e.
M/s Ansal Real Estate Developers Pvt. Ltd., M/s Lancers Resorts & Tours
Pvt. Ltd., M/s Potent Housing and Construction Pvt. Ltd., M/s Sabina
Park Resorts and Marketing Pvt. Ltd., M/s Triveni Apartments Pvt. Ltd
in order to have better effective control over the affairs of said
companies.
The Audit Committee and Board of Directors of the Company in their
Meetings generally review the Minutes/Accounts/Financial statements of
the Subsidiary Companies.
Pursuant to General Circular No. 2/2011 dated 8th February, 2011 issued
by Ministry of Corporate Affairs, Government of India for directions
under Section 212(8) of the Companies Act, 1956, the Board of Directors
in their meeting held on 10th August, 2011 had given their consent for
not attaching the Balance Sheet of Subsidiary Companies by complying
the necessary requirement. Shareholders who may be keen of getting
Annual Accounts of the Company''s Subsidiaries may obtain hard copy of
the same upon request. The annual report and accounts of these
companies will be kept open for inspection at your Company''s registered
office. The financials of the subsidiaries of the Company have been
provided in a statement pursuant to Section 212 of the Companies Act,
1956, which forms part of this Annual Report. Further, the consolidated
financial statements duly audited, which include consolidation of the
financial statements of joint venture and subsidiary companies
alongwith the Company, have been prepared pursuant to the provisions of
Accounting Standard (AS)-21issued by the Institute of Chartered
Accountants of India and Listing Agreements as prescribed by the
Security and Exchange Board of India also forms part of the Annual
Report.
The Statement pursuant to Section 212 of the Companies Act, 1956,
containing the details of subsidiary companies as on 31st March, 2011
is enclosed as Annexure-C.
DEPOSITORY SYSTEM
Pursuant to the directions of the Securities and Exchange Board of
India (SEBI) effective from 26th March, 2001 trading in the Company''s
shares in dematerialization form has been made compulsory for all
investors. Dematerialised form of trading would facilitate quick
transfers and save stamp duty on transfer of shares. However, members
are free to keep the shares in physical form or to hold the shares with
a DEPOSITORY PARTICIPANT in demat form. For this purpose the Company
has appointed M/s Link Intime India Pvt. Ltd. as Registrar and Share
Transfer Agent (RTA) of the Company. The specific ISIN No. allotted to
the Company by NSDL and CDSL is INE030C01015.
FIXED DEPOSITS
Fixed Deposits from the public, shareholders and employees as on 31st
March, 2011 stood at Rs. 77.34 lacs. 20 Deposits amounting to Rs. 49.85
lacs remained unclaimed as on that date and out of above 2 deposits
amounting to Rs. 33.27 Lacs were claimed as refund/renewal in current
year. Therefore, 18 deposits amounting to Rs. 16.58 lacs still remain
unclaimed.
TRANSFER OF UNCLAIMED DEPOSIT/DIVIDEND TO IEPF
As per the provision of Section 205C of the Companies Act, 1956,
deposit/dividend remaining unclaimed for a period of seven years from
the date they become due for payment have to be transferred to
Investors Education and Protection Fund (IEPF) established by the
Central Government. Accordingly, the Company has transferred unclaimed
Deposit/Dividend which are due for transfer to the said IEPF, in time.
DIRECTORS
Shri V. P. Verma is appointed as Director of the Company in its Board
Meeting held on 20th August, 2010. He is an Independent Director of the
Company.
Shri Subhash Verma, Director and Shri K.S. Bakshi, Director of the
Company retire by rotation and being eligible, offer themselves for
reappointment.
Shri R.L. Gupta and Shri Gaurav Mohan Puri, were re-appointed as Whole
Time Directors w.e.f. 1st November, 2010.
DIRECTORS'' RESPONSIBILITY STATEMENT
As stipulated in Section 217(2AA) of the Companies Act, 1956, your
Directors subscribe to the Directors'' Responsibility Statement and
confirm as under:
(i) That in the preparation of the Annual Accounts, the applicable
Accounting Standards had been followed and no material departures have
been made from the same.
(ii) That the Directors had 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 and of the
profit of the Company for that period;
(iii) That 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) That the Directors had prepared the annual accounts on a going
concern basis.
LISTING
The Equity shares of the Company are listed at Bombay Stock Exchange
Limited (BSE). The Company has paid Listing Fee to the said exchange
upto the year 2011-2012.
AUDITORS
M/s Sekhri & Associates, Chartered Accountants, who retire at the
conclusion of this Annual General Meeting and being eligible for
re-appointment, have expressed their willingness to be re-appointed as
Statutory Auditors of the Company. They have given certificate that the
appointment, if made, would be within the limit prescribed under
Section 224(1) of the Companies Act, 1956. Your Directors recommend
their reappointment for another year.
ACCOUNTS AND AUDITORS'' REPORT
The observations of the Auditors are self-explanatory and/or suitably
explained in Notes to the Accounts.
ACKNOWLEDGEMENTS
The Directors wish to place on record their thanks and gratitude to:
i) The Central and State Governments, as well as their respective
Departments and Development Authorities connected with the business of
the Company for their co-operation and continued support;
ii) The bankers and Housing Finance Companies as well as other
Institutions for the financial facilities and support;
iii) The Members, Depositors, Suppliers/Contractors for the trust and
confidence reposed and to the customers for their valued patronage.
The Board also takes this opportunity to express their sincere
appreciation of the efforts put in by the employees at all levels for
achieving the results and hopes that they would continue their sincere
and dedicated endeavors towards achieving better working results during
the current year.
Registered Office: For & on behalf of the Board
118, Upper First Floor,
Prakashdeep Building
7, Tolstoy Marg, New Delhi-110 001 GOPAL ANSAL
Chairman cum Managing Director
Dated: 10th August, 2011
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