The directors have pleasure in presenting the 25th Annual Report
together with the audited statement of accounts for the year ending
31st March 2011.
1. FINANCIAL RESULTS
The financial results of the Company for the year ended 31st
March, 2011 are as follows:- (Rs. in Lakhs)
Sl.
No. PARTICULARS CURRENT PREVIOUS
YEAR YEAR
1. Sales and other Income 14,804.96 11,101.32
2. Profit before Depreciation 6,403.20 4,405.90
3. Depreciation 200.54 101.67
4. Profit after Depreciation but
before Taxation 6,202.65 4,304.23
5. Provision for Taxation 1,308.04 763.73
6. Profit after Depreciation
and Taxation 4,894.61 3,540.50
7. Surplus brought forward from
previous year 232.91 199.79
8. Profit available for
Appropriation 5,127.52 3,740.29
9. Proposed Dividend 325.67 281.04
10. Tax on Proposed Dividend 47.96 26.35
11. Transfer to General Reserve 4,400 3,200
12. Balance Surplus carried to
Balance Sheet 353.88 232.91
For the year under review your Company has registered impressive
results. Financial year 2010-11 showed remarkable results as compare to
the previous financial year 2009-10.
Your company achieved new heights in revenues as well as profits during
the year. Total income increased to 14,804.96 lakhs compared to
11,101.32 lakhs recorded last year representing an increase of 33% and
net profit increased to 4,894.61 lakhs as compare to 3,540.50 lakhs
recording an increase of 38%.
On Consolidated basis, the total income of your company and its
subsidiaries rose by 27% to Rs. 15,412.49 lakhs, as against Rs.
12,102.91 lakhs during the previous year. Further, the consolidated net
profit increased by 19% to Rs. 4,385.75 lakhs as compare to Rs.
3,676.96 lakhs in the previous year ended 31st March, 2011.
OPERATIONS
A brief summary of on-going projects
Project Name Type Saleable Area Area Booked
& Location (lsqf) as on (lsqf)
31-03-201
Ashiana Aangan Group
BHIWADI Housing 20.62 14.41
Utsav* Retirement
JAIPUR Housing 3.88 1.45
Ashiana
Greenwood* Group
JAIPUR Housing 3.62 3.24
Ashiana
Brahmananda Group
JAMSHEDPUR Housing 4.79 2.32
Ashiana Amarbagh* Group
JODHPUR Housing 5.33 3.04
Utsav Retirement
LAVASA Housing 6.87 2.02
Rangoli Gardens* Group
JAIPUR Housing 25.00 3.50
*In partnership
2. SECTION 80(IB) PROJECTS
Your Directors have pleasure in reporting that following projects are
eligible for claiming deduction under Section 80 (IB) of the Income Tax
Act, 1961:
Sl. Project Name
1. Ashiana Aangan, Bhiwadi
2. Ashiana Utsav, Jaipur
3. Ashiana Greenwood, Jaipur
4. Ashiana Amarbagh, Jodhpur
3. DIVIDEND
The Board of Directors of the Company has recommended a dividend @ 17.5
% i.e. Rs. 1.75/- (Rupee One and Seventy Five Paisa) per equity share
of the Company for the Financial Year 2010-2011.
4. DIRECTORS
There are seven directors on the Board of the Company and there is no
change in the directorship during the year under review. Mr. Varun
Gupta, Mr. Lalit Kumar Chhawchharia and Ms. Sonal Mattoo, Directors are
retiring by rotation at the ensuing Annual General Meeting of the
Company and are eligible for re-appointment. Further the term of
appointment of Mr. Varun Gupta as Whole time director is going to
expire on June 30, 2011. The Board of directors of the Company has re-
appointed him as Whole Time Director for a further term of three years
with effect from July 01, 2011 subject to approval of shareholders of
the Company.
5. AUDITORS
M/s. B. Chhawchharia & Co., Chartered Accountants, Auditors of the
Company, retires at the conclusion of ensuing Annual General Meeting
and being eligible, offer them for re-appointment. The Company has
received a Certificate to the effect that their re-appointment, if
made, will be within the prescribed limit under Section 224 (1B) of the
Companies Act, 1956. The Directors and the Audit Committee recommends
their re-appointment.
6. FIXED DEPOSITS
The Company had neither invited nor accepted any deposits from the
public within the meaning of the Companies (Acceptance of Deposits)
Rules 1975.
7. AMALGAMATION OF ERSTWHILE ASHIANA RETIREMENT VILLAGES LTD.
(TRANSFEROR COMPANY) INTO ASHIANA HOUSING LTD. (TRANSFEREE COMPANY)
Pursuant to the order dated March 21, 2011 of the Honble High Court at
Kolkata, erstwhile Ashiana Retirement Villages Ltd. (Transferor
Company) has been amalgamated with your company with effect from April
01, 2010 and annual accounts have been prepared accordingly. Therefore:
- The net surplus of Rs. 5,41,48,464/- remaining after adjustments,
dividend from the transferor company to the transferee company Rs.
92,40,050/- and dividend from the transferee company Rs. 7,86,113/-
have been credited to General Reserve.
- Increase in authorised share capital represents 10000000 equity
shares of Rs. 10/- each of the transferor company added in terms of
Scheme of Amalgamation
- The Issued, Subscribed and Paid up Capital has been reduced from
18735850 Equity shares of Rs. 10/- each to 18609955 Equity shares of
Rs. 10/- each due to inter se cancellation of 125895 Equity shares upon
amalgamation.
8. SUBSIDIARY COMPANIES
There are three wholly owned subsidiary companies namely M/s. Vatika
Marketing Ltd., M/s. Latest Developers Advisory Ltd. and M/s. Topwell
Projects Consultants Ltd. However, in terms of general circular No.
2/2011 dated February 08, 2011 read with clarification in respect of
above circular vide general circular No. 22/2011 dated May 02, 2011,
the Board of directors of the Company has consented for not attaching
the annual accounts of the subsidiary companies and instead has
incorporated financial information of subsidiaries in the Notes to the
Consolidated Accounts prepared in compliance with the applicable
accounting standards and listing agreement which have been duly audited
by the Statutory Auditors B. Chhawchharia & Co. Chartered Accountants.
The Company further undertakes that annual accounts of the subsidiary
companies and the related detailed information shall be made available
to the shareholders of Ashiana Housing Ltd. seeking such information at
any point of time. The annual accounts of the subsidiary companies are
also available for inspection by any shareholder at the registered
office and at the head office of the Company.
9. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Annual Report also contains a separate section on the ‘Management
Discussion and Analysis which is a part of the Directors Report.
10. CORPORATE GOVERNANCE
As required under clause 49 of the Listing Agreement with the Stock
Exchanges, the Report on Corporate Governance together with Auditors
Certificate regarding Compliance of the SEBI Code of Corporate
Governance is annexed herewith.
A certificate from M/s. B. Chhawchharia & Co. Chartered Accountants
confirming compliance of conditions of corporate governance as
stipulated under clause 49 of the listing agreement executed with
Bombay Stock Exchange is also annexed to the Report on Corporate
Governance.
11. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO
Your Directors are of the opinion that particulars with respect to
Conservation of Energy and Technology Absorption as per Section 217
(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure
of Particulars in the Report of the Board of Directors) Rules, 1988 are
not relevant in view of the nature of business activities of the
company and hence, are not required to be given.
There have been no foreign exchange earnings whereas expenditure of Rs.
31,03,660/- (Rupees Thirty One Lakhs Three Thousand Six Hundred and
Sixty only) has been incurred in foreign currency during the year under
review.
12. PARTICULARS OF EMPLOYEES
None of the employees of your Company is drawing remuneration exceeding
limits laid dawn under the provisions of section 217(2A) of the
Companies Act, 1956 read with the Companies (Particulars of Employees)
Amendment Rules, 2011.
13. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, the Directors
confirm that:
- In the preparation of annual accounts, applicable accounting
standards have been followed by the Company;
-Such accounting policies have been selected and consistently applied
and judgments & estimates made that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company as at
31st March, 2011 and of the profit of the Company for the year ended on
that date;
- Proper and sufficient care has been taken 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;
- Annual accounts have been prepared on a going concern basis.
14. CODE OF CONDUCT AND ETHICS
The Board of the Company has adopted a Code of Conduct and Ethics for
the Directors and Senior Executives of the Company. The object of the
Code is to conduct the Companys business ethically and with
responsibility, integrity, fairness, transparency and honesty. The Code
sets out a broad policy for ones conduct in dealing with the company,
fellow directors and with the environment in which the company
operates. The code is available on the Companys website
(www.ashianahousing.com).
15. ACKNOWLEDGEMENTS
The Board of Directors takes this opportunity to express its grateful
thanks and wish to place on record its appreciation to the Government
of India, The Govt. of Rajasthan, the Government of Maharashtra and the
Govt. of Jharkhand and their agencies for providing us excellent
business opportunities, to our bankers for their continued support and
guidance from time to time and to the employees of the Company at all
levels for the continued co-operation and unstinted support extended to
the Company. The Directors also express their sincere thanks to all
the shareholders for the continued support and trust they have reposed
in the Management.
On behalf of the Board of Directors
Vishal Gupta Ankur Gupta
Managing Director Jt. Managing Director
Place : New Delhi
Dated : May 26, 2011
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