The Directors have pleasure in presenting the Fifty Second Annual
Report together with the audited Financial Statements for the year
ended 31st March, 2014:
(Rs. in lakhs)
F.Y. 2013 -14 F.Y 2012-13
Income 94.93 41.78
Add : Prior year''s income 15.95 Nil
Less : Expenses 721.66 76.75
Loss (610.78) (34.97)
Add : Loss brought forward (1,823.70) (1,788.73)
from previous year
Loss carried to Balance sheet (2,434.48) (1,823.70)
In view of the loss, the Directors regret their inability to recommend
The Business Centre activity had a modest demand during FY 2013-14.
Therefore, the Company earned an income of Rs.32.18 lakhs as against
Rs. 13.76 lakhs for FY 2012-13.
Due to increased expenses on repairs & maintenance and the provisions
of Rs. 624.27 lacs made for bad debts, the Company has incurred the
loss of Rs.610.78 lakhs during FY 2013-14 against the loss of Rs. 34.97
lakhs in FY 2012-13.
National Insurance Company Ltd., the owner of the office premises has
served notice for termination of the tenancy and currently the matter
Looking to the above facts, the future prospects for the business
centre activity are not promising.
The Equity Shares of the Company are listed at the BSE Ltd. The
Company has paid the Annual Listing Fees to the Stock Exchange, for the
The Company has appointed Mr. H. C. Dalal, Mrs. Shruti Joshi and Mr.
Prem Kapil as additional directors w.e.f. 30th September, 2013, 23rd
May, 2014 and 12th August, 2014 respectively. They shall hold office
upto the date of ensuing Annual General Meeting (AGM) and are proposed
to be appointed as Directors at the said AGM.
As per Section 149(4) of the Companies Act, 2013 (the ''Act''), which
came in to effect from 1st April, 2014, every listed public company is
required to have at least one-third of the total number of directors as
Accordingly, Mr. Vimal Kejriwal, Mr. H.C.Dalal, Mr. Prem Kapil and Mrs.
Shruti Joshi are proposed to be appointed as Independent Directors at
the ensuring AGM to hold office for a period of 5 years as mentioned in
the Notice of the forthcoming AGM of the Company.
Mr. Kishore Shete Wholetime Director retires at the ensueing AGM and
being eligible, offers himself for re-appointment.
Mr. H.N.Singh Rajpoot has informed that he should be treated as
Non-Independent Director of the Company.
DIRECTORS'' RESPONSIBILITY STATEMENT:
As specifically required under the Companies Act, 1956, your Directors
(i) in the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are no material
(ii) such accounting policies have been selected which have been
applied consistently and judgements and estimates made are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company in the Balance Sheet for the financial year ended 31st
March, 2014 and of the Loss made for the said financial year, i.e. 1st
April, 2013 to 31st March, 2014.
(iii) proper and sufficient care for the maintenance of adequate
accounting records have been taken 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 Annual Accounts have been prepared on a going concern basis.
Pursuant to clause 49 of the Listing Agreement with the Stock Exchange,
Reports on Management Discussion & Analysis and on Corporate Governance
alongwith a certificate from the Auditors form part of this Annual
PARTICULARS OF EMPLOYEES:
The Company does not have any employee whose particulars are required
to be given pursuant to the provisions of Section 217 (2A) of the
Companies Act, 1956 read with the Companies (Particulars of Employees)
PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT, 1956:
During the year, the Company had strict controal on expenditure.
Foreign Exchange Earnings : Rs. NIL
Foreign Exchange Outgo : Rs. NIL
M/s. Agarwal & Mangal, Chartered Accountants, the Auditors of the
Company who would retire at the ensuing Annual General Meeting have
expressed their unwillingness to continue as the Statutory Auditors of
As recommended by the Audit Committee, the Board proposes to appoint
M/s. V.S.Somani & Co. as the Statutory Auditors of the Company.
M/s. V.S.Somani & Co. have informed the Company that they are eligible
to act as the Statutory Auditors, if appointed.
You are requested to appoint Auditors and to fix their remuneration.
The Board wishes to thank the shareholders for their continued support
and for the faith they have reposed in FGP.
For and on behalf of the Board of Directors
H.N.Singh Rajpoot Kishore Shete
Director Wholetime Director
Date: 12th August, 2014