TO THE MEMBERS
The Directors present the Twenty Seventh (27th) Annual Report together
with the Audited Statement of Accounts of the company for the year
ended 31st March, 2012.
The Financial Results of the Company for the year ended 31st March,
2012 are summarised below for your consideration:- (Rs. In Lacs)
Particulars Year ended Year ended
31st March, 2012 31st March, 2011
Profit/ (Loss) before taxation,
interest, depreciation and provisions (19.15) (206.33)
Interest - (0.10)
Depreciation including Impairment (2.72) (8.97)
Profit / (Loss) before provision
for non performing assets & tax (21.87) (215.40)
Provision for non performing
assets written back 181.37 572.58
Excess provision of income tax
written back - 31.65
Profit/Loss for the year 159.50 388.83
Profit/Loss brought forward (2167.28) (2326.79)
Accumulated Losses brought
forward from MGF Services Limited - (151.57)
Total Profit / Loss (2007.78) (2089.53)
Transferred to Statutory
Reserves u/s 45-IC of
the RBI Act, 1934
Balance carried forward
to Balance Sheet (2039.68) (2167.29)
REVIEW OF OPERATIONS
The company is focussing its attention in recovery of the dues from the
customers. The management is confident that with the maximum recovery,
the funds generated will be deployed to earn better yield on
In view of accumulated losses, the Board does not recommended any
dividend for the year under review.
The company continues to hold the certificate issued by Reserve Bank of
India in Category B as Non Accepting Deposits Non Banking Finance
INFORMATION AND EXPLANATIONS/ OBSERVATIONS IN THE AUDITORS'' REPORT.
A. OBSERVATIONS IN THE MAIN AUDITORS'' REPORT AND MANAGEMENT COMMENTS
a) Para 2 -On a Going Concern Basis
It has been suitably explained in para 2 of Note-21 of Notes on
Shortfall in value of Long Term Investments
In regard to shortfall, management is of the view that these
investments are in associate company which is running satisfactorily on
Going Concern basis, the diminitution in value is not of permanent
nature and as such no provision for the shortfall has been considered
Accounting of Overdue Charges on Hire-Purchase/ Lease Receivables and
Bill Discounted, Loans against hypothecation respectively, are
accounted for on realisation basis, in view of significant
uncertainties instead of on accrual basis.
In accordance with para viii (e) of accounting policy, overdues are
consistently accounted for only on realisation basis.
Para 3(c) - Non Compliance of Prudential Norms
In view of negative net worth, this has a consequential effect which,
inter-alia, means non compliance of the provisions of RBI''s prudential
norms as regards maintenance of Credit Adequacy Ratio (CAR), Credit/
Observations in Annexure referred in paragraph 1 of the Auditor'' Report
b) Para (i)(a) & (b)-Quantitative details of assets on lease
The management has since carried out physical verification of assets on
lease. Confirmation from some lessees has been received.
In terms of RBI Directions, the Auditors have submitted a separate
report to the Board of Directors. As the observations on account of
negative net worth are general in nature viz, non meeting the
requirement of capital adequacy and concentration of
credit/investments, the same have been suitably explained hereinabove
and have not been responded to separately.
REPORT ON CORPORATE GOVERNANCE
A detailed report on Corporate Governance together with Management
Discussions and Analysis Report has been included separately in
Annexure ''A'' and ''B'' respectively which forms part of the Director''s
DIRECTORS'' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA)
OF THE COMPANIES ACT,1956.
The Directors confirm that:
i) In the preparation of the annual accounts, the applicable accounting
standards have been followed and there are no material departures from
the applicable accounting standards;
ii) 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
for the company as at the end of financial year ended 31st March, 2012
and of the Profit of the Company for that period;
iii) 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) The statement of accounts for the year ended 31st March,2012 have
been prepared on a Going Concern Basis.
In accordance with the requirements of Section 256 of the Companies
Act, 1956 and the Articles of Association of your company, Shri
M.K.Madan, Director and Shri Sharad Aggarwal, Director retire by
rotation and being eligible, offer themselves for re-appointment.
PARTICULARS OF EMPLOYEES
There are no employees in receipt of remuneration which, inter-alia,
requires the company to furnish the particulars of employees as
required by Section 217(2A) of the Companies Act, 1956, read with the
Companies (Particulars of Employees), Rules, 1975.
Members who have not yet got their shares dematerialized, are requested
to opt for the same in their own interest and send their certificate
through Depository Participants(s) with whom, they have dematerialized
account, to the Company''s Registrar and Transfer Agents, M/s Alankit
Assignments Limited, 2E/21, Alankit House, Jhandewalan Extension, New
Further The Securities and Exchange Board of India(SEBI) has mandated
the submission of Permanent Account Number(PAN) by every participant in
securities market. Members holding shares in electronic form are,
therefore, requested to submit the PAN to their Depository Participants
with whom they are maintaining their Demat Accounts. Members holding
shares in physical form can submit their PAN details to the company.
M/s S.N. Dhawan & Co., Chartered Accountants, Statutory Auditors,
retire and are eligible for re-appointment. A certificate under Section
224(1B) of the Companies Act, 1956, has been obtained.
A secretarial audit for the year 2011-2012 was carried out by Ms.
Anjali Yadav, Practicing Company Secretary. The said secretarial
unqualified report forms part of this Annual Report.
The secretarial audit report confirms that the company has complied
with all the applicable provisions of the Companies Act, 1956,
Depositories Act, 1956, Listing Agreements with the Stock Exchanges,
Securities Contracts(Regulations) Act, 1956 and all the regulations of
SEBI as applicable to the company, including the Securities and
Exchange Board of India (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011 and the Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations 1992.
COMPLIANCE BY THE COMPANY
The Company has complied with the requirements of the Stock Exchange,
SEBI and other statutory authorities on all matters relating to the
capital markets during the last three years. No penalties or strictures
have been imposed on the company by the Stock Exchange, SEBI or any
other statutory authorities relating to the above.
CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT
The Board of Directors of the Company has adopted a Code of Conduct for
Directors and Senior Management and the same is available on the
website of the Company i.e. www.indialease.com
E-mail ID FOR INVESTOR''S GRIEVANCES
In compliance of sub clause (f) to the Clause 47 of the Listing
Agreement, the company has designated an e-mail address i.e.
firstname.lastname@example.org of the grievance redressal
division/compliance offer exclusively for the purpose of registering
complaints by Investors.
In case, any of the members wish to avail facility of Nomination, Form
(Form 2B) alongwith instructions, they are requested to send the duly
completed form to the Registrars of the Company and/or at the
Registered Office of the Company.
The CEO and the CFO of the Company have certified to the Board with
regard to the compliance made by them in terms of Clause 49(V) of the
CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE
In terms of the requirements of Clause (e) of sub section (1) of
Section 217 of the Companies Act, 1956, read with the Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, the particulars are given as under:- a) Technology Being a
finance company, the same is not applicable
Directors place on record their thanks for the assistance and
cooperation received from Banks and all other customers for their
continued support and patronage.
Yours Directors also wish to place on record the dedicated and devoted
services rendered by all personnel of the Company.
By order of the Board of Directors
For India Lease Development Limited
Place : New Delhi Rohit Madan
Date : August 23, 2012 Manager & Company Secretary