The Directors hereby present their 20th Annual Report on the business
and operations of the company and financial results for the year ended
31st March 2012.
01. FINANCIAL HIGHLIGHTS:
(Rs. In lacs)
Particulars For the Year Ended For the Year Ended
Total Income 121.88 81.24
Total Expenditure 120.36 110.38
Profit/(Loss) before Tax 1.52 (29.14)
Deferred Tax Assets (6.08) (22.57)
Net Profit/(Loss) 7.60 (6.57)
With continuous efforts of the management of the Company during the
period under report the Company achieved a turnover of Rs. 121.88. lacs
including job work / processing against Rs. 81.24 lacs in previous
As the Company is not having sufficient profits, your Directors do not
recommend any dividend for the period under report.
04. MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis, forming part of this report, as
required under Clause 49(IV) (F) of the Listing Agreement with the
stock exchanges is attached separately to this Annual Report.
In accordance with the requirements of the Companies Act, 1956 and the
Company''s Articles of Association, Mr. M. S. Venkateswaran, director
of the Company, retires by rotation and being eligible offers himself
Your directors solicit your approval for the reappointment of the
Brief resume of Directors proposed to be re-appointed, nature of their
experience in their specific functional areas, name of the companies in
which they hold directorship and membership / chairmanship of the Board
Committees, shareholding and relationship between Directors inter-se as
stipulated under Clause 49 of the Listing agreement with the stock
exchanges forms part of the Notice.
06. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
In compliance with the provisions of section 217(1)(e) of the Companies
Act, 1956, the statement giving the required information is annexed
07. PARTICULARS OF EMPLOYEES:
During the year under report, none of the employee of the Company was
in receipt of remuneration equal to/ exceeding the limit prescribed
under section 217 (2A) of the Companies Act, 1956.
08. DIRECTORS'' RESPONSIBILITY STATEMENT:
As required under section 217(2AA) of the Companies Act, 1956 regarding
the Directors'' Responsibility Statement it is hereby stated:
- that in the preparation of the annual accounts for the year ended
31.03.2012, the applicable accounting standards had been followed along
with proper explanation relating to material departure.
- that the Directors have selected and applied such accounting
- that the Directors have 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 and of the
profit or loss of the company for that period.
- 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 for safeguarding the assets of the
company and for preventing and detecting fraud and other
- that the Directors have prepared the annual accounts on a going
09. CORPORATE GOVERNANCE
As per schedule of implementation of Corporate Governance Code
mentioned in Clause 49 of the Listing Agreement, the Company has
implemented the mandatory requirements of the code.
The Auditors, M/ s. Rajan K Gupta & Co, Chartered Accountants, having
registration No 005945C, hold office until the conclusion of the
forthcoming Annual General Meeting and offer themselves for
re-appointment. Certificate from the Auditors has been received to the
effect that their re-appointment, if made, would be within the limits
prescribed under Section 224(1B) of the Companies Act, 1956.
The Board recommends the appointment of M/s. Rajan K Gupta & Co,
Chartered Accountants, the Statutory Auditors of the Company for the
Financial Year 2012-13.
11. AUDITORS'' REPORT
There is no qualification or adverse remarks on the stand-alone
financials of the Company.
The securities of the Company are listed at BSE Limited, Delhi Stock
Exchange Limited, Ludhiana Stock Exchange Limited, Jaipur Stock
Exchange Limited, and Ahmedabad Stock Exchange Limited. The trading of
securities of the Company has been revoked from BSE Limited and soon
the trading of securities will commence.
13. CLAUSE 5A OF THE LISTING AGREEMENT
In view of newly inserted clause 5A to the Listing Agreement vide
circular no. CIR/CFD/DIL/10/2010 dated 16th December, 2010 issued by
the Securities and Exchange Board of India (SEBI) introducing uniform
procedure for dealing with the unclaimed shares, the Company will be
sending reminder letters to shareholders whose share certificates are
still lying with the Company as undelivered/ unclaimed. Members who are
yet to claim share certificates in physical mode are requested to claim
their share certificates from the R&T Agent of the company viz. M/s
Skyline Financial Services Private Limited. We would also like to
inform that in case the company is not able to receive any response to
the reminder letters the shares lying with the Company as undelivered/
unexchanged shall be transferred to Unclaimed Suspense Account and
thereafter dematerialised to a specific Demat Account to be opened by
the Company for this specific purpose, as stipulated in the above
circular of SEBI.
14. GREEN INITIATIVE IN THE CORPORATE GOVERNANCE
In view of the ''Green Initiative in Corporate Governance'' introduced by
the Ministry of Corporate Affairs vide its circular no. 17/2011 dated
21st April 2011, all members who are holding shares of the Company in
physical mode, are requested to register their e-mail IDs with the
Company, so as to enable the company to send all notices / reports /
documents / intimations and other correspondences etc. through e-mails,
in the electronic mode instead of receiving physical copies of the
15. PUBLIC DEPOSIT
During the year under review, your company has not invited any deposits
from the Public U/s 58 A of the Companies Act, 1956.
Labour Management relations were cordial during the period under
report. Your Directors wish to place on record their appreciation of
the valuable contribution made by all the employees to the business and
operations of the company during the period under report.
17 INVESTOR GRIEVANCES
The Company and investors relation has been cordial during the period
under report and there are no complaints pending for redressal.
The Board gratefully acknowledges the support and cooperation extended
by the Government Authorities, Financial Institutions, Banks,
Distributors and Suppliers and looks forward for their continued
support/ co- operation.
For and on behalf of the Board of Directors
Place: Haryana Sd/-
Chairman & Whole time Director