To The Members of JINDAL CAPITAL LIMITED
The Directors have pleasure in presenting the 18th Annual Report of
your company together with the audited accounts for the twelve months
period ended on 31st March 2012.
FINANCIAL RESULTS CURRENT YEAR PREVIOUS YEAR
(Rs. In Lacs) (Rs. In Lacs)
Operating Profit before Depreciation (5.85) (19.99)
Less: Depreciation 2.14 1.60
Profit before tax (7.99) (21.59)
Less: Provision for tax (0.09) 0.35
Net Profit for the year (7.99) (21.95)
Prior Period adjustments 0.00 0.24
Surplus profit brought down
From previous year 0.00 18.21
Surplus available - (22.19)
Surplus profit carried to B/S (7.90) (3.98)
No dividend has been recommended .
MANAGEMENT DISCUSSION AND ANALYSIS
INDUSTRY STRUCTURER AND DEVELOPMENT
The non banking finance companies (NBFC) continue to be buffered by
competition from Banks having large volume of low cost funds. These
banks have made NBFC to operate very difficult.
SEGMENT WISE OR PRODUCT WISE PERFORMANCE
The company is engaged primarily in the business of financing and sale
purchase of shares and accordingly there are no separate reportable
segments as per the Accounting Standard-17.
In order to complete in the adverse situation due to competition from
institutions/banks, your company is strategically refocusing its
RISK AND CONCERNS
Dependence on fund based business and shares sale purchase continues to
be difficult for NBFC''s unless they are able to reduce their cost of
funds very substantially.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The company has proper and adequate systems for internal control.
Emphasis of internal control prevails across all areas of operations.
The existing audit committee ensures proper compliance with the
provisions of listing agreement with the stock exchanges and relevant
provisions of companies act.
HUMAN RESOURCE DEVELOPMENT
Your company is fully committed to the development of its employees,
training, skill enhancement and motivation of employees is a major
activity in the company.
The performance of the company during the year under consideration has
been not up to mark. The operating loss before interest, finance
charges and depreciation is Rs. 5.85 Lakhs against loss of Rs. 19.99
Lakhs of the previous year. During the year Scan Sevices Private Ltd.
amalgamated with the company with effect from 1st April 2011 in
accordance with the scheme of Arrangement approved by Delhi High Court.
As on March 31, 2012 no deposits from public have been accepted or
renewed by the company.
Merger of Scan Services P Ltd into Jindal Capital Ltd has been
successfully done. Hon''ble High Court of Delhi sanctioned the scheme of
arrangement and new shares issued on merger of Scan Services P Ltd. got
listed on Bombay Stock Exchange.
The company continued its efforts to provide better information and
services to its clients and business associates on various research
reports on market condition and on capital market.
Your Directors are optimistic about the future prospects of the company
and hope that improvement in share market will add substantially to the
profitability of the company in the current year. Merger of Scan
Services P Ltd. in the overall interest of shareholders and will
attract set of investors and other stake holders which will lead to
growth of business.
UTILISATION OF FUNDS
The funds utilized in making investments in shares and debentures,
inter corporate deposits. Inter corporate deposits have yield good
returns without any single case of default. However, performance of
investment in shares and debentures has been satisfactory even in
declining trend in capital market.
Mr. Pawan Kumar Jindal retires by rotation as per the provisions of the
companies Act, 1956 and being eligible, offers himself for
AUDITORS AND AUDITOR''S REPORT
M/s Mohan L. Jain & Co. Chartered Accountants, who retire at the
conclusion of this Annual General Meeting and being eligible for
re-appointment, have been appointed as Statutory Auditors of the
Company. They have given certificate to the effect that the
appointment, if made, within the limits prescribed u/s 224(1 B) of the
Companies Act, 1956. Your directors recommend their appointment as
statutory Auditors for another year.
The observations in the Auditor''s report are dealt with in the notes
to the accounts and at appropriate places in the accounts are
self-explanatory and no further information is required.
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION & FOREIGN
EXCHANGE EARNINGS AND OUTGO
The statement pursuant to section 217(1) (e) of the Companies Act, 1956
read with Companies (Disclosure of particulars in the report of the
Board of Directors) Rules, 1988 is given below:
CONSERVATION OF ENERGY : NOT APPLICABLE, AS NOT A MANUFACTURING
TECHNOLOGY ABSORPTION : NOT APPLICABLE, INVOLVED IN INVESTMENT IN
SHARES/GIVING INTER CORPORATE DEPOSITS.
FOREIGN EXCHANGE EARNING : NIL
FOREIGN EXCHANGE OUTGO : NIL
The Directors express their appreciation for the support given and
contribution made by the employees at all levels to the successful
operations of the company during the year.
Information as per section 217(2A) of the Companies Act, 1956 read with
the Companies (particulars of the Employees) Rules, 1975, is NIL as
none of the employees is in receipt of remuneration in excess of limits
specified in the rules.
DIRECTOR''S RESPONSIBILITY STATEMENT
Pursuant to the requirement u/s 217 (2AA) of companies Act 1956, with
respect to Directors responsibility statement, it is hereby confirmed.
(i) That in the preparation of the accounts for the F.Y. 31st March,
2012, the applicable accounting standards have been followed along with
proper explanations relating to material departures:
(ii) That the Directors have selected such accounting policies and
applied them consistently and made judgment and estimates that were
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 and loss of the company for the year under review;
(iii) That the Directors have been taken proper and sufficient care for
the maintenance of adequate accounting records in accordance with the
provisions of 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 accounts for the F.Y. ended
31st March, 2012 on a going concern basis.
(v) Information pursuant to listing agreement with the stock exchanges.
The name and address of the stock exchange where the company''s share
The Bombay Stock exchange, -
P J Towers, Dalai Street, Mumbai-01
The listing fee for 2012-13 for Mumbai stock exchange has been paid in
time and there has been neither delisting nor suspension of shares from
trading during the period under review.
The Board records its grateful appreciation for the sincere cooperation
and valuable guidance from Banks, Central and State Government
Authorities and Customers in conduct of its business.
For Jindal Capital Limited
Date : 06/08/2012 Pawan Kumar Jindal Sarita Agarwal