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Parsvnath Developers Directors Report, Parsvnath Reports by Directors

Parsvnath Developers

BSE: 532780  |  NSE: PARSVNATH  |  ISIN: INE561H01018  |  Construction & Contracting - Real Estate

Explore Parsvnath connections « Mar 06
Directors Report Year End : Mar '08
The Directors have pleasure in presenting the 17th Annual Report,
 together with the audited accounts of the Company for the financial
 year ended March 31, 2008.
 
 Financial Results
 
                                                         [Rs./Million]
 Item                                           FY 2007-08    FY 2006-07
 
 Total Revenue                                   17,922.44     12,609.82
 
 Profit before Interest, 
 Depreciation and Tax (PBIDT)                     6,493.70      3,813.51
 
 Less: Interest & Finance Charges                   391.12        193.03
 
 Profit before Depreciation and Tax (PBDT)        6,102.58      3,620.48
 
 Less: Depreciation                                 237.84        141.43
 
 Profit Before Tax                                5,864.74      3,479.05
 
 Less: Provision for Taxation                     1,777.37        761.29
 
 Profit After Tax                                 4,087.37      2,717.76
 
 APPROPRIATIONS: 
 
 Transfer to General Reserve                        410.00        300.00
 
 Transfer to Debenture Redemption Reserve           300.00      1,700.00
 
 Proposed Dividend (including Dividend 
 Tax thereon)                                       648.25        540.21
 
 Balance Carried to the Balance Sheet             2,729.12        177.55
 
 Dividend
 
 For the year 2007-08, your Directors have recommended payment of
 dividend @30% of the paid-up capital, i.e. Rs.3/- per equity share of
 Rs. 10/- each of the Company, as against Rs.2.50 per equity share of
 Rs. 10/- each, paid in the previous year 2006-07. The dividend, if
 declared at the ensuing Annual General Meeting, will be paid to those
 shareholders whose names appear in the Register of Members / Register
 of Beneficial Owners of Shares of the Company, as on the Record Date
 fixed for the purpose.
 
 Review of Operations
 
 During the year under review, your Company continued its growth
 momentum and booked revenue from operations at Rs. 17262.53 million, an
 increase of approximately 40% over the previous year. The Profit,
 before and after tax, during the financial year under review stood at
 Rs.5864.74 million and Rs. 4087.37 million, representing an increase of
 over 68% and 50% respectively, as compared to the corresponding figures
 for the previous year. Matching growth was achieved in the Earning per
 Share (EPS) of the Company, which has shown an increase of more than
 30% on year to year basis, rising from Rs. 16.89 per share in 2006-07
 to Rs.22.13 in 2007-08.
 
 A detailed business-wise review of operations of the Company is
 included in the Management Discussion and Analysis section of this
 Annual Report.
 
 Management Discussion and Analysis
 
 The Management Discussion and Analysis Report, forming part of
 Directors Report for the year under review, as stipulated under Clause
 49 of the Listing Agreement with the Stock Exchanges, is discussed in a
 separate section of this Annual Report.
 
 Subsidiary, Joint Venture Entities and Associate Companies
 
 Nothing expansion in its scale of operations, your Company, which
 started the year with three subsidiary companies, added another ten
 companies during the year under review. The objective of setting up
 these project-specific or sector-specific companies is to ensure
 maximum utilization of available resources through focussed attention
 on specific activities.
 
 In accordance with the applicable Accounting Standards issued by the
 Institute of Chartered Accountants of India, the financials of the
 Subsidiaries, Joint Venture Entities and Associates of the Company have
 been considered in the Consolidated Financial Statements of the Company
 and form part of this Annual Report. However, on an application made by
 the Company under Section 212(8) of the Companies Act, 1956, the
 Central Government, vide its letter No. 47/366/2008-CL-lll dated June
 04, 2008, exempted the Company from attaching copies of the Balance
 Sheets and the Profit & Loss Accounts of the subsidiary companies, and
 other documents required to be attached to its Annual Report under
 Section 212(1) of the Act.  Accordingly, the said documents are not
 being attached to the Balance Sheet of the Company and instead,
 pursuant to the directions given by the Government, a statement
 containing relevant financial information is attached. However, the
 Annual Accounts of the subsidiary companies and the related detailed
 information will be made available to the members of the Company and
 its subsidiary companies seeking such information at any point of time.
 The Annual Accounts of the subsidiary companies will also be kept open
 for inspection by an investor in the registered office of the Company
 and that of the respective subsidiary Companies between 11 a.m. and 1
 p.m. on all working days.
 
 Finance
 
 During the year under review, the Authorised Share Capital of the
 Company was increased from Rs.200 Crores to Rs.300 Crores by way of
 creation of 10 Crores equity shares of Rs.10/- each. The Company has
 not accepted any Deposits from the public, within the meaning of the
 Companies Act, 1956 read with the Rules made thereunder. MIBOR linked
 secured Non Convertible Debentures, aggregating to Rs.200 Crores, were
 issued by the Company on private placement basis.
 
 The Company came out with the Initial Public Offering (IPO) of its
 equity shares in November, 2006 and raised Rs. 1089.77 Crores by way of
 fresh issue of 363,25,800 equity shares of Rs.10/- each at a premium of
 Rs.290/- per share, including a Green Shoe Option of 30,87,800 equity
 shares of Rs.10/- each at a premium of Rs.290/- per share. Out of
 Rs.1089.77 Crores raised through the IPO, upto September 30, 2007 the
 Company spent an aggregate amount of Rs.548.63 Crores on different
 projects/purposes as specified in the Prospectus dated November 15,
 2006. The balance of Rs.541.14 Crores as on September 30, 2007 was
 meant for deployment during the year under review, as well as the
 financial years 2008 09 and 2009-10, following the projected
 utilization of funds outlined in the Prospectus. After due appraisal of
 the projects specified in the Prospectus vis-a-vis requirement of
 funds, your Directors recommended utilization of a part of the balance
 IPO funds for certain other purposes, not specified in the Prospectus,
 in order to achieve greater financial flexibility and economization of
 the cost of capital. The recommendation of the Directors received
 overwhelming support of the Members, after it was placed for approval
 by way of Postal Ballot Notice dated December 24, 2007. Implementation
 of the projects specified in the Prospectus are as per schedule and
 detailed information on utilization of the IPO funds and balance
 thereof, as on March 31, 2008, is provided elsewhere in this Report.
 IFCI Limited, who was appointed as the Monitoring Agency within the
 meaning of SEBI (Disclosure & Investor Protection) Guidelines, 2000 for
 monitoring the utilisation of proceeds of the IPO of the Company, had
 submitted its Reports till the half-year ended September 30, 2007 which
 do not point out any deviation in and/or contain any reservation about
 the end use of the IPO proceeds.
 
 Directors
 
 During the year, the Company received approval of the Central
 Government under Section 259 of the Companies Act, 1956, for proposed
 increase in the total number of Directors from 12 (twelve) to 16
 (sixteen). Subsequent to such approval, Shri Malay Chatterjee was
 co-opted as the Nominee Director of HUDCO with effect from October 30,
 2007.
 
 In accordance with the applicable provisions of the Companies Act,
 1956, read with the Articles of Association of the Company, Shri G.R.
 Gogia, Shri Ashok Kumar and Shri R. J. Kamath, Directors of the
 Company, will retire at the ensuing Annual General Meeting and being
 eligible, offer themselves for re-appointment.
 
 Directors Responsibility Statement
 
 Pursuant to the provisions of Section 217(2AA) of the Companies Act,
 1956, your Directors, based on the representation received from the
 Operating Management, confirm that:
 
 (a) in preparation of the annual accounts for the financial year ended
 March 31, 2008, the applicable accounting standards have been followed
 and that there are no material departures;
 
 (b) the accounting policies selected and applied are consistent and the
 judgments and estimates made 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 that period;
 
 (c) proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Companies Act, 1956, for safeguarding the Assets of the Company and for
 preventing and detecting frauds & other irregularities;
 
 (d) the annual accounts have been prepared on a going concern basis.
 
 Auditors
 
 M/s. Deloitte Haskins & Sells, Chartered Accountants, Statutory
 Auditors of the Company, shall retire at the conclusion of the ensuing
 Annual General Meeting and are eligible for re-appointment. It is
 proposed to re-appoint them as Statutory Auditors of the Company to
 hold office until conclusion of the next Annual General Meeting.
 
 The operations of the Company do not require audit of cost accounts, in
 terms of the provisions of the Companies Act, 1956 read with the Rules
 made thereunder.
 
 Auditors Report
 
 The observations of the Auditors in their Report are self-explanatory
 and therefore, in the opinion of Directors, do not call for any further
 explanation.
 
 Corporate Governance
 
 A separate section on Corporate Governance, forming part of the
 Directors Report, and the Certificate from the Companys Auditors
 confirming compliance of Corporate Governance norms, as prescribed
 under Clause 49 of the Listing Agreement, are included in the Annual
 Report.
 
 Listing with Stock Exchanges
 
 The Company continues to remain listed with the National Stock Exchange
 of India Limited (NSE) and the Bombay Stock Exchange Limited (BSE) and
 listing fee for the current financial year to both these exchanges has
 been paid by the Company.
 
 The Equity Shares of the Company have been included in the list of S&P
 CNX 500 index of NSE with effect from April 30, 2007.
 
 Disclosures
 
 1.  The statement showing particulars of the employees of the Company,
 to be furnished under Section 217(2A) of the Companies Act, 1956, read
 with the Companies (Particulars of Employees) Rules, 1975, as amended,
 is annexed hereto and forms part of this report.
 
 2.  The nature of operations of the Company does not require disclosure
 of information, as prescribed under Section 217(1) (e) of the Companies
 Act, 1956, read with the Companies (Disclosure of Particulars in the
 Report of Board of Directors) Rules, 1988, other than the amount of
 foreign exchange earned and used by the Company during the year under
 review, details of which are provided in the Notes to Accounts
 section of this Report.
 
 Acknowledgement
 
 Your Directors wish to place on record their sincere gratitude to the
 customers, bankers, financial institutions, investors, vendors and all
 the other business associates for the continuous support provided by
 them to the Company and for their confidence in the management of the
 Company. Your Directors also place on record their deep appreciation of
 the contribution made by the employees at all levels.
 
                                    On behalf of the Board of Directors
 
                                                Sd/-
                                           PRADEEP JAIN
                                             Chairman
 Place : New Delhi,
 Date  : June 20, 2008
Source : Religare Technova

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