To the Members,
The Directors are pleased to present the 17th Annual Report together
with the Audited Statements of Accounts for the accounting year ended
31st March 2011.
FINANCIAL RESULTS:
The financial results of the Company during the year under review are
summarised hereunder:
(Amount Rs. in lakhs)
Year Ended Year Ended
PARTICULARS 31.03.2011 31.03.2010
Profit before Depreciation & Tax 323.99 983.95
Less : Depreciation 14.29 12.10
Exceptional Item 183.65 —
Profit/(Loss) before Taxation 493.35 971.85
Provision for Taxation:
– Current Tax 105.00 165.00
Deferred Tax
– Charge/(Credit) 0.24 0.44
– Tax Adjustment for earlier year 9.39 10.70
Profit after Taxation 378.72 795.71
Add/(Less): Profit/Brought Forward 1575.60 1020.31
Transfer to General Reserve (100.00) (100.00)
Proposed Dividend (120.42) (120.42)
Distribution Tax on proposed Dividend
including surcharge and education cess (19.54) (20.00)
Profit carried forward 1714.36 1575.60
DIVIDEND
In view of the distributable profits of the Company after providing
Depreciation and other provisions, your Directors are pleased to
recommend a dividend at the rate of 10% on Equity Shares (i.e. Re. 1/-
per share) for the year under review (previous year Re. 1/- per share).
PERFORMANCE REVIEW
The operational income for the year under review was Rs.317.16 Lakhs
compared to Rs. 706.07 lakhs in the previous year (including the share
of profits from joint venture project at Mohali) The company has also
been able to generate net profits of Rs. 388.11 (Rs. 806.41 lakhs
during the previous year)
The construction work of Shopping Mall-cum-Multiplex & Hotel project at
Mohali being implemented by a Joint Venture (in the form of an AOP)
formed with Parsvnath Developers Ltd. is progressing fast for
completion and expected to be operational by end of the year 2011.
You directors are pleased to inform that during the year under review,
the civil construction work of the 5 star hotel project (Vivanta by
Taj) at Sector-44, Gurgaon, Haryana, has been completed and the
interior works are in progress. The company has appointed various
consultants and floated various tenders for the hotel project. Most of
the imported equipment has already been received at the Hotel site and
under erection and installation. The Company has so far incurred a sum
of Rs. 262.43 Crores on the Project activities. The hotel project work
is in full swing and expected to be in operation in the financial year
2011-12.
The Industry Trends and outlook are summed up in the Management
Discussion and Analysis which forms a part of this report.
DEMISE OF SHRI H.C. BHASIN, FOUNDER CHAIRMAN OF THE COMPANY
Sh. H.C. Bhasin, founder Chairman of the Company passed away on 7th
December, 2010. The Board of Directors condoled the passing away of
Sh. H.C. Bhasin and fondly recalled and placed on record his efforts
and valuable contribution in directing the affairs of the Company and
keeping the Company in a remarkable position as founder Chairman of the
Company
STATUTORY STATEMENTS
Your Company has not accepted any deposits from the public during the
year. The particulars under Companies (Disclosure of Particulars in the
Report of Board of Directors) Rules, 1988 on conservation of energy,
technology absorption are not applicable to your company. During
the year under review there have been no foreign exchange earnings. The
foreign exchange outgo during the said period was Rs. 17,65,849/- on
account of traveling; Rs. 1,25,43,528/- towards payment of Professional
and Technical fees and Rs. 8,01,31,577/- towards purchase of Capital
goods.
The provisions of Sec 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975 as amended, are not
applicable, as there are no employees who were drawing or in receipt of
remuneration of prescribed amount during the year under review.
Pursuant to Section 217(2AA) it is hereby stated that in the
preparation of the Annual Accounts for the year under review, the
applicable accounting standards have been followed. The Directors'' have
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 under review and of the profit or loss of the
company for that period. The Directors'' have taken proper and
sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets
of the company and for preventing and detecting fraud and other
irregularities. Further, the Directors'' have prepared the annual
accounts, for the year under review, on a going concern basis.
CORPORATE GOVERNANCE
Your Company is in adherence of good corporate governance as stipulated
by the stock exchange and fully complied with the requirement of the
listing agreement. A separate section on Corporate Governance forming
part of the Directors'' Report and the certificate from the Company''s
Auditors confirming compliances of Corporate Governance norms, in terms
of Clause-49 of the Listing Agreement is annexed to the Annual Report.
STATEMENT PURSUANT TO LISTING AGREEMENT(S)
The Company''s Equity shares are listed at Bombay Stock Exchange Limited
(BSE), Mumbai. The listing fee for the year under review has been paid
to BSE.
TERM LOAN
During the year under review out of the total sanctioned Term Loan of
Rs. 150 Crores, a sum of Rs. 110.00 Crores has been disbursed to meet
the cost of ongoing Hotel project of the Company.
AUDITORS REPORT
Observations of the Auditors have been explained, wherever necessary,
by appropriate notes to accounts.
AUDITORS
M/s P. Bholusaria & Co., Chartered Accountants, the Statutory Auditors,
retires at the ensuing Annual General Meeting and is eligible and
offers themselves for reappointment.
DIRECTOR''S
Mr. Davendra Ahuja was director on the Board of the Company since 2004
left for his heavenly abode on 20th August 2010. The Board placed on
record its appreciations for the valuable services rendered by Mr.
Ahuja during the period he was a director of the Company. There was no
other change in the Board during the year under review.
Mr. J M L Suri and Mr. Rajesh Jain Director(s) being longest in the
office, retire by rotation at the ensuing Annual General Meeting and
being eligible offer themselves for re-appointment.
ACKNOWLEDGEMENTS
Your Directors wish to thank and acknowledge the co-operation,
assistance and support extended by the Company''s associates in the
Hotel Project and Bankers to the Company. Your Directors also wish to
thanks for the contribution of the employees at all levels of the
organisation and the trust and confidence reposed by the shareholders
in the management of the company.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
LALIT BHASIN
Chairman
Place : Gurgaon
Date : 19th May 2011
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