Your Directors have pleasure in presenting the Eight Annual Report
together with the Audited Statement of Accounts for the year ending
31st March, 2002.
1. FINANCIAL RESULTS
Profit/(Loss) for the year before Depreciation (22,28,879) (8,40,454)
Depreciation 2,19,988 2,90,324
Profit/(Loss) after Depreciation (24,48,865) (11,30,778)
Provisions for taxation - -
Profit/(Loss) after taxation (24,48,865) (11,30,778)
Profit brought forward from previous year 4,88,198 16,44,301
Prior period adjustments - (25,325)
Balance carried forward (19,60,667) 4,88,198
In view of the losses, your Directors do not recommend any dividend.
3. COMPANIES OVERALL PERFORMANCE
It is that time of the year again, when we look back at the year gone
by and look forward to the future that awaits us. The last financial
year has seen the most ups mid downs in the capital market due to
various reasons, viz problem with the Unit Trust of India, Drought
condition in various states, budget proposals 2002-2003, scams in
Indian & American Companies and due to Political instability. This has
contributed to the declining investors confidence in the Stock Markets.
However, the capital Market, being the pulse of Indian Economy, have
been deeply looked into by the market regulator who are taking all
necessary steps to improve the sentiments. We hope that the market will
improve and the following year will show some good results.
To appoint a Director in place of Shri Mukesh Kumar Jain who retires
by rotation and being eligible, offers himself for re-appointment.
Shri Ravi Kumar Lal, Shri Amit Goel and Shri Vishal Goyal were
appointed as additional director with effect from 16th August, 2002
5. CORPORATE GOVERNANCE
As mentioned in our last report also the Stock Exchanges have amended
the Listing Agreement by incorporating a new clause covering Corporate
Governance which is an important instrument of investor protection. As
per the amendment, your Company to required to comply with the
requirements from the Financial Year 2002-2003. Your Company has
commenced the implementation of the required provisions of Corporate
Governance, and will ensure that all mandatory provisions be fully
complied with before the test date prescribed by the Stock Exchanges.
6. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956 with respect to Directors Responsibility Statement, it to
i. that in the preparation of the annual accounts for the financial
year ended 31st March 2002, the applicable accounting standards have
been followed along with proper explanation relating to material
ii. that the directors have select 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
loss of the Company for the year under review.
iii. that the directors have 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
iv. that the directors have prepared the annual accounts for the
financial year ended 31st March, 2002 on a going concern basis.
v. As indicated in our previous year report, all actions which have
been legally advised, has been initiated against Mr. Arun Kumar Jain,
the terminated director of the company. Should any further offences
come to fight the required action, as the company may be advised, will
also be taken. The Board of Directors acknowledges the gravity of
situation and all possible steps are being taken to restore the
finandai health of the company.
7. AUDITORS QUALIFICATIONS :
With reference to Auditors main report para No.4, the provision for
doubtful debts has not been considered necessary as the matter to
subjudice. However, efforts are being made to recover the amount
8. AUDIT COMMITTEE
An Audit Committee was formed after the introduction of Section 292A of
the Companies Act, 1956 which comprises Shri K.KGoel, Shri Mukesh Kumar
Jain and Shri Mohan P.Patel. The Audit Committee Meetings were also
attended by the Manager Finance and the statutory auditor.
The committee met three times during the year and the attendance of the
members at the meeting was as follows:
Name of Member Status No.of Meetings attended
Kamlesh Kumar Goel Chairman 3
Mukesh Kumar Jain Member 3
Mohan P.Patel Member 3
9. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE
EARNING AND OUTGOING
The Company being in the financial sector, the particulars required
under Section 217(1)(e) of the Companies Act, 1956 read with the
Companies (Disclosure of particulars in the Report of Board of
Directors) Rules, 1968 are not applicable, except Foreign Exchange
earning and outgo. However, the Company has not earned or spent any
foreign exchange during the year.
10. STOCK EXCHANGES
Your Companys Shares are listed in the following Stock Exchanges:
(i) The Delhi Stock Exchange Association Ltd.
(ii) The Stock Exchange, Mumbai
M/S. VIPAN KUMAR AGGARWAL & ASSOCIATES, Chartered Accountants, retiring
at the ensuing Annual General Meeting are eligible for re-appointment
12. PARTICUALRS OF EMPLOYEES
The Company did not employ any person during the year, who was in
receipt of remuneration of not less than Rs.12,00,000/- per annum, if
employed for whole of the year or not less than Rs.1,00,000/- per
month, if employed for part of the year. Hence the particulars of the
employees pursuant to the provisions of Section 217 (2A) of the
Companies Act.1958 are not applicable.
The Board wishes to record its appreciation for the efforts put in by
the employees of the company. The Board also acknowledges the support
received from its clients, Bankers and National Stock Exchange and from
the shareholders who have. reposed the confidence in the management of
For and on behalf of the Board of Directors
Place: New Delhi
Dated: 2nd September, 2002