The Directors are pleased to present the Fifteenth Annual Report and
Audited Accounts for the year ended March 31, 2010.
Financial Results (Rs in lacs)
For the Yead Ended 31st March, 31st March,
2010 2009
Total Income 5533.26 3540.88
Total expenditure 5398.13 3455.06
Operating profit (PBIDT) 135.13 85.82
Depreciation 26.31 25.89
Profit before Taxation/Prior period
Adjustment 108.82 59.93
Provision for Tax 29.46 14.16
Deferred Tax 4.05 5.09
Profit after Taxation 75.30 40.68
Add Balance Brought forward from
previous year 666.22 625.54
Amount available for appropriation 741.52 666.22
Less: Proposed Dividend Incl. Tax 69.61 Nil
Balance carried to Balance Sheet 671.91 666.22
Results of Operations
During the year under review, total revenue was Rs.5533.26 lacs as
compared to Rs. 3540.88 lacs in the previous year thereby registered a
whopping jump of over 56% and operating profit at Rs. 135.13 lacs as
compared to Rs. 85.82 lacs in the previous year thus registered an
impressive increase of over 36%.
Dividend
The Board of Directors is pleased to recommend a dividend @ 5% on
equity shares of Re. 1 each.
Management Discussion & Analysis Report
In terms of Clause 49 of the Listing Agreement with the Stock
Exchanges, Management Discussion & Analysis Report is appended to this
Report.
Corporate Governance
Your Company has been fully compliant with the SEBI Guidelines on
Corporate Governance, which have been incorporated in Clause 49 of the
Listing Agreement with the Stock Exchanges. A detailed report on the
subject forms part of this Report.
The Statutory Auditors of the Company have examined the Companys
compliance, and have certified the same, as required under SEBI
Guidelines. Such certificate is reproduced as part of this Report.
A Management Discussion and Analysis Report covering a wide range of
issues relating to performance, outlook etc., is given as part of this
report.
Fixed Deposits
Your company has not accepted any fixed deposits and, as such, no
amount of principal or interest was outstanding as of the balance sheet
date.
Directors
Mr. Ramakrishnan Gurusamy and Mr. Deotamuni Mishra retires by rotation
at the forthcoming Annual General Meeting. Mr. Gurusamy has offered
himself for re-appointment. The necessary resolution is being placed
before the members for approval of re-appointment of Mr. Gurusamy. Mr.
Deotamuni Mishra has not offered himself for re-appointment, and hence
the term of his office of directorship will expire on the date of the
ensuing AGM.
Auditors
The existing auditors M/s. N.S. Bhatt & Co., Chartered Accountants,
retire at the ensuing Annual General Meeting and have shown their
unwillingness for re-appointment as the auditors of the Company.
The Board has obtained the confirmation from M/s N.S. Bhatt &
Associates, Chartered Accountants of their eligibility and willingness
to be appointed as the Statutory Auditors of the Company. A proposal
seeking their appointment is provided as part of the Notice of the
ensuing Annual General Meeting.
The comments by the Auditors in their Report are self explanatory and
in the opinion of the Board, do not require any further clarifications.
Secretarial Audit
As directed by Securities and Exchange Board of India (SEBI),
Secretarial Audit is being carried out at the specified periodicity by
a Practicing Company Secretary. The results of Secretarial Audit were
satisfactory.
Directors Responsibility Statement
Pursuant to sub-section (2AA) of Section 217 of the Companies Act,
1956:
Responsibility in relation to financial statements
The financial statements have been prepared in conformity, in all
material respects, with the generally accepted accounting principles in
India and the accounting standards prescribed by ICAI in a consistent
manner and supported by reasonable and prudent judgments and estimates.
The Directors believe that the financial statements reflect true and
fair view of the financial position as on 31.03.2010 and of the results
of operations for the year ended 31.03.2010.
The financial statements have been audited by M/s N.S.Bhatt & Co. in
accordance with generally accepted auditing standards which include an
assessment of the systems of internal controls and tests of
transactions to the extent considered necessary by them to support
their opinion.
Going Concern
In the opinion of the Directors, the Company will be in a position to
carry on its existing Mobile & Communication business and accordingly
it is considered appropriate to prepare the financial statements on the
basis of going concern.
Maintenance of accounting records & Internal controls
The Company has taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956.
Directors have overall responsibility for the Companys internal
control system, which is designed to provide a reasonable assurance for
safeguarding of assets, reliability of financial records and for
preventing and detecting fraud and other irregularities.
The system of internal control is monitored by internal audit function,
which comprises of the examination and evaluation of the adequacy and
effectiveness of the system of internal control and quality of
performance in carrying out assigned responsibilities. Internal Audit
Department interacts with all levels of management and the Statutory
Auditors, and reports significant issues to the audit committee of the
Board.
Audit Committee supervises financial reporting process through review
of accounting and reporting practices, financial and accounting
controls and financial statements. Audit Committee also periodically
interacts with internal and statutory auditors to ensure quality and
veracity of Companys accounts. Internal Auditors, Audit Committee and
Statutory Auditors have full and free access to all the information and
records as considered necessary to carry out their responsibilities.
All the issues raised by them have been suitably acted upon and
followed up.
Particulars of Employees
Pursuant to the provisions of Section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975
details of the personnel drawing salary or commission, which exceeds
the limit set out in the above section is attached herewith.
Statutory Disclosure
Information pursuant to Section 217(1) (e) of the Companies Act, 1956,
read with the Companies (Disclosure of Particulars in the Report of the
Board of Directors) Rules, 1988 is as under:
A. Conservation of Energy:
The operations of the Company are not energy intensive. However, energy
conservation measures are being taken for regular preventive
maintenance of all equipments. This enhances productivity and
efficiency of the equipment resulting in power saving.
B. Technology Absorption:
As the Company has not acquired any technology, the question of
absorption of technology does not apply to the Company.
Appreciation
The Directors wish to express their appreciation of the continued
co-operation of the Bankers, Customers, Dealers and Suppliers and also
the valuable assistance and advice received from major shareholders,
the employees for their contribution, support and continued
co-operation through the year.
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