To The Members of CISTRO TELELINK LIMITED.
The Directors have great pleasure in presenting DIRECTORS'' REPORT
along with the Audited Balance Sheet and Profit And Loss Account, for
the year ended 31st March, 2012.
The financial Results are briefly indicated below:
(Amt in Rs.)
PARTICULARS For the year ended on
Total Income 940,122 2,711,342
Total Expenditure 1,132,029 2,803,914
Profit/ [Loss] before Taxation (191,907) (92,572)
Add: Short Provision for taxation
for earlier years NIL NIL
Profit/ (loss) after Taxation (191,907) (92,572)
The Company has suffered losses of Rs.191, 907/- (Rupees One Lakh
Ninety One Thousand Nine Hundred Seven Only) during the financial year.
Your Directors expect to achieve better performance in future and are
taking maximum efforts to control the cost and optimize the results in
the coming year.
In view of losses, the Directors do not recommend any dividend as such.
The Company has not accepted any deposits, within the meaning of
Section 58A, 58AA & any other provision of the Companies Act, 1956 read
with the Companies (Acceptance of Deposits) Rules, 1975 made
PARTICULARS OF EMPLOYEES:
In accordance with the provisions of Section 217 of the Companies Act,
1956, read with the Companies (Particulars of Employees) Amendment
Rules 1999 as amended upto date, there was no employees during the
whole or part of the year who were in receipt of remuneration in excess
of limits as mentioned in the section and hence no details are given as
There is no change in Authorised Capital and Issued Share Capital
during the financial year.
During the year Mr. Sanjay Agarwal and Mr. Jatin Chawla resigned from
directorship of the Company w.e.f. 15th May, 2012.
During the year Mr. Pyarelal Gulabchand Verma, Director retires by
rotation and being eligible has offered himself for re-appointment. The
members are therefore requested to re-appoint him in the forthcoming
Annual General Meeting.
Since the Company has no subsidiaries, provisions of Section 212 of the
Companies Act, 1956 are not applicable to the Company.
MANAGEMENT DISCUSSION AND ANALYSIS STATEMENT:
Management Discussion and Analysis Statement is also annexed herewith
forming a part of this report.
DIRECTOR''S RESPONSIBILITY STATEMENT:
The Board of Directors hereby confirms;
i. that in the preparation of the Annual Accounts, the applicable
accounting standards have been followed
along with proper explanation relating to material departures;
ii. that the directors have selected such accounting policies and
applied them consistently and made judgements
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 or Loss of the Company for that
iii. that the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provision of this Act 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
CORPORATE GOVERNANCE CODE:
The Board had implemented certain provisions of the Corporate
Governance Code in pursuance of Clause 49 of the Listing Agreement
during the year. The report on Corporate Governance is annexed hereto
forming part of this report. The requisite certificate from the
Auditors of the Company on implementation of requirements of the
Corporate Governance is also annexed herewith forming part of this
The Company''s shares are listed at the Bombay Stock Exchange, Mumbai.
The trading of equity shares of the Company has begun w.e.f 30th
M/s. S. R. NAREDI & Co. Chartered Accountants, Indore, Statutory
Auditors of your company hold office until the conclusion of the
forthcoming Annual General Meeting. They have expressed their
unwillingness for re-appointment in the Company.
The Company has received consent for appointment of M/s C.P.Jaria &
Co., Chartered Accountants, as the Statutory Auditors of the Company.
It is therefore proposed to appoint M/s C.P.Jaria, Chartered
Accountants, as Statutory Auditors of the Company to hold office from
the conclusion of this Annual General Meeting until the conclusion of
the next Annual General Meeting of the Company.
Since notes to account are self explanatory, no further explanation is
given by the Board as such.
PARTICULARS OF CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION:
Since the Company is not a manufacturing unit provisions of 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
regarding conservation of energy, technology absorption is not
FOREIGN EXCHANGE EARNING & OUTGOING:
During the year, there was no Foreign Exchange earnings and outgo.
Your Directors express their appreciation to the shareholders for the
confidence reposed by them in the company and for the continued support
and co-operation extended by them.
By Order of the Board
CISTRO TELELINK LIMITED
DATE : 14th August 2012 Mr.Satyendersingh
Gupta Mr. Pyarelal Verma
PLACE : INDORE Director Director