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Manjeera Constructions Directors Report, Manjeera Const Reports by Directors
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Manjeera Constructions
BSE: 533078|NSE: MANJEERA|ISIN: INE320D01018|SECTOR: Construction & Contracting - Real Estate
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Download Annual Report PDF Format 2012 | 2011
Directors Report Year End : Mar '12    « Mar 11
The Directors have pleasure in presenting the 25th Annual Report of
 your Company along with the Audited Statement of Accounts for the
 financial year ended 31st March, 2012.
 
 Financial Results (on Standalone Basis)                  (Rs in Lakhs)
 
 Particulars                                FY 2011-12     FY 2010-11 
 
 Total Income                                10,011.19       8,330.13
 
 Less: Total Expenditure                      8,850.35       6,703.55
 
 Profit before Interest, Depreciation and Tax 1,160.84       1,626.58
 
 Less: Interest and Financial Expenses          130.02          45.45
 
 Depreciation                                    87.16         103.41
 
 Profit before Tax                              943.66       1,477.73
 
 Tax Expense
 
 Current Tax                                    312.23         461.61
 
 Tax for Previous Year                         (119.15)             -
 
 Deferred Tax                                   (16.52)        (14.59)
 
 Profit after Tax                               767.10       1,030.70
 
 Transfer to General Reserves                    20.00          63.64
 
 Proposed Dividend                              150.10         187.62
 
 Tax on Proposed Dividend                        24.35          30.44
 
 Reserves & Surplus                           5,495.39       4,902.75
 
 Paid Up Equity Share Capital                 1,250.84       1,250.84
 
 Operational Performance Review
 
 You will be glad to note that your Company has achieved turnover of Rs
 10,011.19 Lakhs as against the turnover of Rs 8,330.14 Lakhs in the
 previous year. The net profit after tax stood at Rs 767.10 Lakhs as
 against Rs 187.62 Lakhs in the previous year. The Basic Earnings Per
 Share for the year ended 31.03.2012 is Rs 6.13 as against Rs 8.24 for
 the corresponding previous year ended 31.03.2011.
 
 Dividend
 
 Your Directors take pleasure in recommending equity dividend of Rs 1.20
 per share on 1,25,08,418 Equity Shares of the Company of face value of
 Rs 10 each for the approval of the members for the financial year
 2011-12.
 
 The dividend, if approved, at the 25th Annual General Meeting by the
 members, will be paid to all those equity shareholders whose names
 appear in the Register of Members at the close of trading hours on
 24.09.2012.
 
 Directors
 
 The Board has appointed Mr DLS Sreshti as an Additional Director of the
 Company in their meeting held on 12.11.2011. He holds office up to the
 date of ensuing Annual General Meeting. He is eligible for
 re-appointment and has indicated his willingness to serve, if
 re-appointed. The Company has received notice in writing proposing his
 candidature for the office of Director subject to retire by rotation.
 
 Mr K Krishna Murty, Director of the Company is liable to retire by
 rotation at the ensuing Annual General Meeting and is eligible for
 being re-appointed as the Director of the Company.
 
 The proposal regarding re-appointment of the aforesaid Director is
 placed for your approval.
 
 A brief profile of the proposed appointee together with other
 disclosures in terms of Clause-49 of the Listing Agreement has been
 given under the Report on Corporate Governance.
 
 Mr G Shiva Leelanand has resigned from the Board of the Company due to
 personal reasons on 13.02.2012.  The Board expressed its sincere thanks
 for the services offered during his tenure and cherished his long
 association with the Company.
 
 Listing of Shares
 
 The Company''s shares are compulsorily traded in the dematerialized
 form, with nationwide terminals on BSE Limited and National Stock
 Exchange of India Limited through Madras Stock Exchange Limited.
 
 The details of shareholding Pattern, Distribution of shareholding and
 share prices are mentioned separately in the Report on Corporate
 Governance.
 
 Public Deposits
 
 During the year under review, the Company has not accepted any deposits
 from the public and is therefore not required to furnish information in
 respect of outstanding deposits under Non-Banking Non-Financial
 Companies (Reserve Bank) Directions, 1966 and Companies (Acceptance of
 Deposits) Rules, 1975.
 
 Director''s Responsibility Statement
 
 Pursuant to the requirement under Section 217(2AA) of the Companies
 Act, 1956, your Directors hereby state and confirm that:
 
 - In the preparation of annual accounts, the applicable accounting
 standards have been followed along with proper explanation relating to
 material departures.
 
 - 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 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.
 
 - The Directors have prepared the annual accounts on a going concern
 basis.
 
 Subsidiary Company
 
 Manjeera Retail Holdings Private Limited (MRHPL) is subsidiary of
 Manjeera Constructions Limited (MCL). The Company has inherent skills
 and resources to develop and execute high - value projects by providing
 world class quality and using innovative technology that creates trends
 through value engineering.
 
 The Company''s maiden initiative in Hyderabad - construction of about
 20.00 Lakhs Sq. ft. of built-up area of office, retail / multiplex /
 commercial / residential apart from car parking space of about 9.00
 Lakh Sq. ft. project is under process of development. The total
 estimated cost of the project is Rs.  637.80 crores. Out of four
 towers, Majestic commercial is already completed. Majestic residential
 is expected to be completed by December 2012, Trinity Mall & Multiplex
 is expected to be completed by March 2013 and Trinity Corporate is
 expected to be completed by September 2013.
 
 A statement pursuant to Section 212 of the Companies Act, 1956, related
 to the accounts of the subsidiary is annexed as part of this Annual
 Report. The annual accounts of the subsidiary company and the related
 detailed information shall be made available to the shareholders of the
 holding and subsidiary company seeking such information at any point of
 time. The annual accounts of the subsidiary company shall also be kept
 for inspection by any shareholders in the head office of the holding
 Company.
 
 Auditors and Auditors'' Report
 
 M/s AK SABAT & CO., Chartered Accountants, Statutory Auditors of the
 Company retire at the conclusion of the ensuing Annual General Meeting
 and have expressed their willingness to act as Statutory Auditors of
 the Company, if appointed and have confirmed that the said appointment
 would be in conformity with the provisions of Section - 224 (1B) of the
 Companies Act, 1956.
 
 The Notes on Accounts referred to in the Auditors Report are
 self-explanatory and therefore do not require any further comments.
 
 Cost Compliance Certification
 
 In order to comply with General Circular No. 68/2011 [52/26/CAT-2010]
 dated 30th November, 2011 issued by Ministry of Corporate Affairs
 (MCA), your Company is under process to obtain the Cost Compliance
 Certificate and the same shall be filed within the such time frame as
 stipulated by MCA in this regard.
 
 Particulars of Employees
 
 Particulars of employees whose information is to be annexed to this
 report pursuant to Section 217(2A) of the Companies Act, 1956 are not
 applicable since the Company has not employed any such employees.
 
 Management Discussion and Analysis
 
 Management Discussion and Analysis Report for the year under review, as
 stipulated under Clause- 49 of the Listing Agreement with Stock
 Exchanges in India, is presented in a separate section forming part of
 the Annual Report.
 
 Report on Corporate Governance
 
 The Company has put in place the compliances pertaining to Corporate
 Governance. As per Clause-49 of the Listing Agreement, a separate
 section on Corporate Governance forms part of the Annual Report.
 
 Your Company has complied with the requirements of the Listing
 Agreement and necessary disclosures have been made in this regard in
 the Corporate Governance Report section.
 
 A certificate from the Statutory Auditors of the Company confirming the
 compliance of conditions of Corporate Governance under Clause-49 of the
 Listing Agreement is also attached to this report.
 
 Particulars of Conservation of Energy, Technology Absorption and
 Foreign Exchange Earnings and Outgo
 
 As the Company is not engaged in the manufacturing activity and at
 present it carries out the construction activities only, the prescribed
 information regarding compliance of rules relating to conservation of
 Energy & Technology, absorption pursuant to section 217(1) (e) of the
 Companies Act, 1956 read with Rule-2 of the Companies (Disclosure of
 particulars in the Report of the Board of the Directors) Rules, 1988 is
 not provided as the same is not applicable to the Company.
 
 The Company does not have any Foreign Exchange Earnings & Outgo during
 the financial year and hence provisions of Section 217 (1) (e)
 regarding disclosure of Foreign Exchange Earnings & Outgo is not
 applicable.
 
 Industrial Relations
 
 The Company has maintained cordial and harmonious industrial relations
 throughout the year.  Acknowledgement
 
 Your Directors would like to express their sincere appreciation and
 gratitude for the support and cooperation received from the Central and
 State Governments, Greater Hyderabad Municipal Corporation, Stock
 Exchanges, Ministry of Corporate Affairs, Shareholders, Bankers,
 Financial Institutions, Customers, Suppliers, Contractors and other
 Associates for their continued support to the Company.
 
 The Company enjoyed very cordial and fruitful relations with the
 employees during the year under review and the Management wishes to
 place on record its sincere appreciation of the efforts put in by the
 Company''s employees for achieving good results under demanding
 circumstances.
 
                       For and on behalf of the Board of Directors
 
 Place : Hyderabad    G Yoganand                 K Krishna Murty
 
 Date : 14.08.2012    Managing Director          Director
Source : Dion Global Solutions Limited
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