The Directors of your Company are presenting their Thirty Second Annual
Report of the Company on the operations and financials of the Company
for the year ended 31st March 2012.
(Rs. in thousands)
PARTICULARS 2011-2012 2010-2011
Total Income 10.22 653.50
Total Expenditure 475.77 309.13
Profit ( )/Loss (-) before Tax (466.55) 344.38
Provision for Taxation 0.00 106.50
Net Profit ( )/Loss (-)
after Tax (476.58) 235.22
Balance carried forward
to next, year 1830.05 2306.63
During the year under review, the total income of the Company was Rs.
10,218 as against Rs. 6,53,504 in the previous year. The Loss for
current fiscal is Rs. 4,76,584.
Due to lack of profit, the Board of Directors have not recommended any
dividend for the financial year 2011-2012.
Shri Tapas Basak was re-appointed as Director of the Company in the
Annual General Meeting of the Company held on 28th September 2011 and
is liable to retire by rotation.
In accordance with the provisions of Section 256 of the Companies Act,
1956, Shri R. S. Dubey, Director of the Company is retiring by
rotation at the ensuing Annual General Meeting of the Company and is
eligible for re-appointment. The Board recommends his name for
re-appointment as Director of the Company.
M/s Chaturvedi & Co., Chartered Accountants, Mumbai was appointed as
Statutory Auditors of the Company in the last Annual General Meeting,
to hold office until the conclusion of the ensuing Annual General
Meeting. The Company has received a certificate from the Statutory
Auditors to the effect that their appointment, if made, would be within
the prescribed limits U/s 224(1B) of the Companies Act, 1956. The Board
recommends their re-appointment as the Statutory Auditor of the company
in the ensuing Annual General Meeting.
The Report of the Statutory Auditors M/s. Chaturvedi & Company, on the
financials of the Company for the Financial Year 2011-2012 is
self-explanatory and is devoid of any qualifications and hence needs no
The Company has not accepted any public deposit during the year under
COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES 1998
The particulars required U/s 217(1)(e) of tire Companies Act, 1956 read
with the Companies (Disclosure of particulars in the Report of the
Board of Directors) Rules, 1988 are not applicable to the Company.
During the year under review there was no foreign exchange earnings and
PARTICULARS OF THE EMPLOYEES
The provisions of Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Amendment Rules, 2011 are not
attracted to the Company, since during the year under review, the
Company has not paid any remuneration to any of its employee exceeding
the limits specified under the said, section.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, the.
Directors, based on the representation received from the Operating
Management, confirm that-
a. For the preparation of the Annual Accounts, the applicable
Accounting Standards had been followed, and there is no material
departure from following the Accounting Standards.
b. They have, in selection of accounting policies, consulted the
Statutory Auditors and have applied them consistently and made
judgment, and estimates that are reasonable and prudent, so as to give
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
c. They have taken proper and sufficient care to the best of their
knowledge and ability, for the maintenance of adequate accounting
records in accordance with the provision of the Companies Act, 1956 for
safeguarding the assets of the Company and preventing and detecting
fraud and other irregularities.
d. They have prepared the Annual Accounts on a Going Concern basis
In terms of the provisions of Section 383 A of the Companies Act, 1956,
the Company has- appointed M/s. Nikita Agarwal & Associates, Practicing
Company Secretary, C. P. No. 9907 and. their report dated 1st August,
2012 is attached to this report. The observations made therein are
self-explanatory and do not call for any further
Employees are our vital and most valuable assets of the Company, Your
Directors value the professionalism and commitment of all employees of
the Company and place on record their appreciation of the contribution
made by employees of the Company at all levels that has contributed to
your Company''s success. Your Directors thank and express their
gratitude for the support and co-operation received from the Central
and State Governments/regulatory authorities viz. Ministry of Corporate
Affairs, SEBI, the Stock Exchange, Depositories and other stakeholders
including viewers, producers and vendors.
For and on behalf of the Board of
Master Chemicals Limited
R. S. Dubey Somesh Bose
Date: 3rd August, 2012