The Directors have pleasure in presenting the 26th Annual Report
together with the Audited Accounts of the Company for the year ended
March 31, 2012.
1. FINANCIAL RESULTS
(Rs. in Lacs) (Rs. in Lacs)
Profit before Financial Charges,
Depreciation and Taxes 14.90 9.80
Less : Financial Charges 0.29 0.17
Depreciation 5.91 5.39
Current Tax 3.00 0.81
Deferred Tax (2.53) 2.53
MAT Credit Entitlement (0.00) (0.81)
Net Profit after depreciation and tax 8.23 1.71
Add : Loss brought down from earlier year (89.86) (91.57)
Prior Period Adjustment for Taxes (0.27) (0.00)
Balance (Loss) carried to Balance Sheet (81.90) (89.86)
In view of the accumulated losses, your Directors are not in a position
to recommend any dividend for the year and regret the same.
3. REVIEW OF OPERATION
During the year under review, your Company has earned a net profit of
Rs. 8.23 lacs for the year as against net profit of Rs. 1.71 lacs
during the previous year.
The Management is exploring investment opportunities that may be deemed
most beneficial to the interest of the Company.
4. JOINT VENTURE
During the year under review, M/s. Strata Geosystems (India) Private
Limited the Joint Venture Company has continued to make good progress
and has achieved a turnover of over Rs. 50 Crores and it''s outlook is
Mr. Amit R. Dalmia will retire by rotation at the ensuing Annual
General Meeting and is eligible for re- appointment.
Mr. Vivek M. Jalan had resigned as Director of the Company w.e.f. 22nd
March, 2012. Your Directors place on record their appreciation of the
valuable service rendered by Mr. Vivek M Jalan during his tenure as
Mr. J. Ramakrishnan was appointed as an additional Director of the
Company with effect from 22nd March, 2012 and shall hold office up-to
the date of the ensuing Annual General Meeting.
6. DIRECTORS'' RESPONSIBILITY STATEMENT
In terms of provisions of Section 217(2AA) of the Companies Act, 1956,
your Directors state as under :
(i) that in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures;
(ii) that 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 of the company for the year ended on that date;
(iii) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
(iv) that the Directors have prepared the annual accounts on a going
All the properties of the Company including building, furniture,
vehicles wherever necessary, and to the extent required, have been
8. PARTICULARS OF EMPLOYEES
As there were no employees drawing remuneration more than the limit
prescribed under section 217 (2A) of the Companies Act, 1956, and the
Companies (Particulars of Employees) Rules, 1975, as amended from time
to time, statement under section 217(2A) is not annexed.
9. PARTICULARS OF ENERGY CONSUMPTION, FOREIGN EXCHANGE EARNINGS AND
Information as per 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, and forming part of the Directors''
Report for the year ended March 31, 2012 is annexed hereto.
M/s. Tembey & Mhatre, Chartered Accountants, present auditors of the
Company, retires at the conclusion of the forthcoming Annual General
Meeting and are eligible for re-appointment. Members are requested to
consider their re-appointment and authorize the Board of Directors to
fix their remuneration.
11. SECRETARIAL COMPLIANCE CERTIFICATE
Your Company appointed CS Niraj Trivedi, Practising Company Secretary
to conduct Secretarial Audit of the Company in terms of section 383-A
of the Companies Act 1956. The Compliance Certificate issued by him is
12. CORPORATE GOVERNANCE
Your Company conforms to the norms of Corporate Governance as envisaged
in the Companies Act, 1956 and in the Listing Agreement with the Stock
Exchanges. Necessary measures were taken during the year under report
to implement the Code of Corporate Governance. A report of the
Corporate Governance, along with the Certificate of Compliance from the
Auditors forms part of this report.
The Board of Directors records its grateful thanks to all the
stakeholders of the Company for their continued support and
On Behalf of the Board of Directors
Place : Mumbai Amit R. Dalmia
Date : 30th May, 2012 Chairman