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Prajay Engineers Syndicate Directors Report, Prajay Engineer Reports by Directors
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Prajay Engineers Syndicate
BSE: 531746|NSE: PRAENG|ISIN: INE505C01016|SECTOR: Construction & Contracting - Housing
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Explore Prajay Engineer connections « Mar 10
Directors Report Year End : Mar '11
The Members,
 
 The Directors have pleasure in presenting the 17th Annual Report on
 the business and operations of the Company together with the audited
 results for the financial year ended 31st March, 2011.
 
 FINANCIAL RESULTS:
 
                                                       (Rs. in Lacs)
 
 Particulars                        Year ended             Year ended
 
                               31st March 2011        31st March 2010
 
                     Standalone  Consolidated  Standalone  Consolidated
 
 Gross Turnover         8830.87       8645.55     8410.52       7153.09
 
 Profit before interest 
 and Depreciation       1707.31       1511.75     2019.79       1432.94
 
 Depreciation            432.02        437.04      410.31        454.66
 
 Profit before Tax       466.07        264.88      307.66       (323.55)
 
 Provision for taxation  451.75        451.75      104.44        104.48
 
 Profit after tax         14.31       (193.99)     203.22       (428.03)
 
 Transfer to General 
 Reserve                      –             –           –             –
 
 Dividend                     –             –           –             –
 
 EPS
 
 Basic                     0.02         (0.28)       0.51         (1.07)
 
 Diluted                   0.02         (0.28)       0.29         (0.60)
 
 Despite several odds viz. recession, political unrest, tight borrowing
 norms and general slowdown in the economy and especially in the real
 estate sector, your company could report a gross turnover of Rs.
 8830.87 lacs as against Rs. 8410.52 lacs for the previous year.
 
 In the challenging environment, your Company continued its focus on
 consolidation, stable growth and risk management. Despite tight
 liquidity conditions during the second- half of last fiscal, your
 Company met all its stakeholder commitments in time during the year,
 including its commitments towards lending institutions.
 
 For a detailed analysis of the performance of the company for the year
 under review, please refer Management''s Discussion and Analysis section
 of the Annual Report.
 
 DIVIDEND
 
 Your company currently has many projects under implementation. In order
 to fund these projects in their development, expansion and
 implementation stages, conservation of funds is of vital importance.
 Therefore, your directors have not recommended any dividend for the
 financial year 2010-11.
 
 DEPOSITS
 
 During the year under review, the company has passed a resolution at
 the board meeting held on 15.10.2010 and released an advertisement on
 20.10.2010 under the provisions of Sec. 58A of the Companies Act, 1956
 and as per the Companies (Acceptance of Deposits) Rules, 1975 inviting
 deposits from shareholders, employees and general public and collected
 about 56.53 lacs till 31st March. As on 31st March, 2011 no amounts
 were due for repayment and interest is being served regularly as per
 the terms of the deposit scheme.
 
 DIRECTORS
 
 In accordance with the provisions of the Companies Act, 1956 and the
 Articles of Association of the Company, Sri K. Ravi Kumar, Sri N.
 Ravinder Reddy and Sri Sumit Sen, Directors retire by rotation at the
 ensuing Annual General Meeting and being eligible, offer themselves for
 reappointment and therefore the board recommends their re-appointment
 at the ensuing Annual General Meeting.
 
 Details of directors appointed / re-appointed are furnished in the
 Corporate Governance section.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors
 hereby confirm that:
 
 (i) in the preparation of Annual Accounts for the financial year ended
 31st March, 2011, the applicable accounting standards have been
 followed and there has been no material departure;
 
 (ii) the selected accounting policies were applied consistently and the
 directors 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 as at 31st March, 2011 and of the profit of the Company on that
 date;
 
 (iii) 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 fraud and other irregularities;
 
 (iv) the annual accounts have been prepared on a going concern basis;
 
 PARTICULARS OF SUBSIDIARY COMPANIES - SEC. 212 OF THE COMPANIES ACT,
 1956
 
 Pursuant to the provisions of Sec. 212 of the Companies Act, 1956,
 documents in respect of subsidiaries viz.  Balance Sheet, Profit and
 Loss Account, Directors'' Report and Auditors'' Report are required to be
 attached to the balance Sheet of the holding company.
 
 In the context of globalization of Indian economy and increased number
 of subsidiaries and the introduction of accounting standards on
 consolidated financial statements, Ministry of Corporate Affairs has
 vide its circular no.2/2011 dated 8th February, 2011 granted general
 exemption to holding companies from the provisions of Sec. 212 of the
 Companies Act, 1956 subject to fulfillment of certain conditions
 mentioned therein.
 
 The Annual Accounts of the subsidiaries and related detailed
 information will be made available free of cost to any member of the
 Company/ its subsidiaries seeking such information at any point of time
 and are also available for inspection by any member of the Company/ its
 subsidiaries at the head office of the holding company and of the
 subsidiary companies concerned.
 
 The financial data of the subsidiaries has been furnished along with
 the Statement pursuant to Sec. 212(1)(e) of the Companies Act, 1956
 forming part of Annual Report.
 
 CONSOLIDATED FINANCIAL STATEMENTS
 
 In accordance with the Accounting Standard AS-21 on consolidated
 financial statements, the audited consolidated financial statements are
 attached to this Annual Report.
 
 AUDITORS
 
 The Statutory Auditor Mr. S.V. Rangan, Chartered Accountant holds
 office until the conclusion of the ensuing Annual General Meeting and
 being eligible, is recommended for re-appointment. A certificate from
 the Auditor has been received to the effect that the re-appointment, if
 made, would be within the limits as specified under Sec. 224(1B) of the
 Companies Act, 1956.
 
 REPORT ON CORPORATE GOVERNANCE
 
 Your company continuously works to improve its governing practices and
 processes and always strives to ensure that best practices are
 identified, adopted and followed. A detailed report on Corporate
 Governance practices followed by your Company, in terms of Clause 49
 (VI) of the Listing Agreement with Stock Exchange is separately
 provided in this Annual Report. The compliance certificate issued by
 Sri P. Konda Reddy, Practicing Company Secretary in line with clause 49
 of the Listing Agreement is also provided elsewhere and forms part of
 this Report.
 
 MANAGEMENT DISCUSSION & ANALYSIS REPORT:
 
 Pursuant to clause 49 of the Listing Agreement, a report on Management
 Discussion and Analysis (MDA) for the year under review is given in a
 separate section in this Annual Report.
 
 CEO''s DECLARATION AS REQUIRED UNDER CLAUSE 49 OF THE LISTING AGREEMENT:
 
 Declaration as required under Clause 49(1)(D)(ii) of the Listing
 Agreement with regard to compliance of Code of Conduct of the company
 is annexed to this Report.
 
 PARTICULARS OF EMPLOYEES:
 
 The information required under Section 217(2A) of the Companies Act,
 1956, read with the Companies (Particulars of Employees) Rules, 1975 as
 amended, are provided in annexure forming pat of this report.
 
 EMPLOYEE RELATIONS
 
 Employee relations were cordial during the year and the Board would
 like to place on record its appreciation to all the employees of the
 Company for their continued support and services.
 
 CLARIFICATIONS TO THE OBSERVATIONS MADE IN AUDITORS'' REPORT:
 
 Point No.4 (a) and (b):
 
 a.  As a result of economic slowdown and recession in realty sector the
 realizations from customers are slow.
 
 b.  Due to long term involvement in such projects, no provision has
 been considered necessary.
 
 Point no. vii of Annexure to Auditors Report:
 
 The Audit Committee had elaborate discussions on the said point. The
 company will take all steps to see that the scope and coverage of
 internal audit is increased to commensurate with the nature and size of
 the business of the company.
 
 Point No. 3(c) of Auditors'' Report on Consolidated Balance sheet:
 
 Interest on debentures is not provided for the detailed explanation
 given for C.15 of Schedule 18 of Consolidated Financial Statement.
 
 DISCLOSURE OF PARTICULARS:
 
 Information as per the Companies (Disclosure of Particulars in the
 Report of Board of Directors) Rules,1988, relating to conservation of
 energy, technology absorption, foreign exchange earnings and outgo are
 furnished below:
 
 Conservation of Energy & Technology Absorption:
 
 Since your company does not own any manufacturing facility, the
 requirements pertaining to disclosure of particulars relating to
 conservation of energy, research & development and technology
 absorption , as prescribed under the Companies (Disclosure of
 Particulars in the Report of the Board of Directors) Rules, 1988, are
 not applicable. However, adequate measures have been taken to conserve
 and reduce energy consumption.
 
 Foreign Exchange Earnings and Outgo:
 
 Foreign Exchange Earnings: Rs. 6.29 lacs
 
 Foreign Exchange Outgo: Rs. 345.96 lacs
 
 ACKNOWLEDGEMENTS
 
 Yours directors take this opportunity to thank the financial
 Institutions, Banks, Central and State Governments, regulatory
 authorities, stock exchanges and the stakeholders for their continued
 co-operation and support to the company.
 
 Your Directors also wish to record their appreciation for the continued
 co-operation and support received from the customers, vendors, joint
 venture partners / associates.
 
                                       For and on behalf of the Board
 
 Place : Hyderabad                            D.S.Chandra Mohan Reddy
 
 Date : 30.08.2011                       Chairman & Managing Director
 
 
 
 
 
 
 
 
 
 
 
 
 
Source : Dion Global Solutions Limited
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