Dear Members,
The Directors have pleasure in presenting the Seventeenth Annual
Report together with the Audited Financial Statements for the year
ended 31st March 2011.
FINANCIAL HIGHLIGHTS
(Rs. In lacs)
For the For the
Particulars year ended year ended
31.03.2011 31.03.2010
Total income 1,708.93 3,739.04
Expenditure 3,472.77 3,495.93
Interest 1,241.15 1,188.92
Depreciation &
Exceptional Items 7,882.73 632.06
Profit/(Loss) before tax (10,887.71) (1,577.87)
Provision for tax - 0.52
Profit after tax (10,887.71) (1,578.39)
Balance brought forward
from previous year (1,412.73) 165.66
Amount available for appropriation -
Balance carried over (12,300.44) (1,412.73)
REVIEW OF OPERATIONS AND OUTLOOK
OPERATIONS
The Company continues to bear the burden of few takeovers made in the
previous years. Subsidiaries had not shown the expected results. These
have an adverse impact on the workings of the company.
OUTLOOK
The Company continues make all possible efforts to come out of the set
back. The efforts include reduction of overheads, postponement/
shelving of expansion programmes etc., Your Company is hoping to get
over the crisis in the years to come.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with Accounting Standard AS-21 your Directors provide the
audited Consolidated Financial Statements in the Annual Report.
FIXED DEPOSITS
The Company had not accepted any fixed deposits during the year.
DIVIDEND
In view of the loss incurred the Board does not recommend any dividend
for the financial year ended 31st March 2011.
DIRECTORS
Mr Meleveettil Padmanabhan, Director will retire by rotation at the
ensuing Annual General Meeting and being eligible he offers himself for
re-election.
Mr V Sriraman was reappointed by the Board as Wholetime Director for a
further term of three years with effect from 18.5.2011.
Brief resume of Directors, nature of expertise and names of Companies
in which they hold directorship and membership/chairmanship in
Board/Committees as stipulated under Clause 49 of the Listing Agreement
with the Stock Exchanges are provided in the Annexure to the Notice
convening the Annual General Meeting.
AUDITORS
The Board recommends the reappointment of M/s. Gopikumar Associates,
Chartered Accountants, Chennai, the retiring Auditors of the Company
who being eligible offer themselves for re-appointment.
SUBSIDIARIES
Quintegra Solutions Limited, UK
This subsidiary has incurred a loss of GBP 17,121 for the year ended 31
March 2011 as against the loss of GBP 20,857 for the previous year.
Quintegra Solutions (M) Sdn. Bhd, Malaysia
The subsidiary had posted a net profit of RM 1,794 during the financial
year as against the loss of RM 376,206 for the previous financial year.
Quintegra Solutions GmbH, Germany
The subsidiary had posted a net loss of Euro 5,594 as against the net
loss of Euro 7,028 for the previous financial year.
Quintegra Solutions Ireland Limited
During the year, the subsidiary had incurred a loss of Euro 1,750 as
against the loss of Euro 8,167 for the previous year.
HUMAN RESOURCES
The HR had planned and systematically addressed the needs of the
Organization with reference to the current industrial scenario. The
Company is trying to maintain the productivity without compromising on
employee morale or work quality. Training initiatives are aptly
designed and executed.
EMPLOYEES STOCK OPTION SCHEME Neither the Company had granted nor the
employees had exercised any options during the current financial year.
Disclosure as required under Clause 12 of the Securities and Exchange
Board of India (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999 is annexed and forms part of this
report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A Management Discussion and Analysis Report as required under Clause 49
of the Listing Agreement forms part of the Annual Report.
CORPORATE GOVERNANCE REPORTS The Report on Corporate Governance along
with a compliance certificate from the Auditors and a declaration
affirming the compliance of Code of Conduct are annexed as required by
the Listing Agreement with Stock Exchanges.
CEO/CFO CERTIFICATION
The Managing Director and Finance In-charge have submitted a
certificate to the Board regarding financial statements and other
matters as required under clause 49(V) of the Listing Agreement.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
to the best of their knowledge and belief confirm that:
a) in the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures;
b) the Directors had 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 that period;
c) the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
d) the Directors had prepared the annual accounts on a going concern
basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS & OUTGO
Particulars relating to conservation of energy, technology absorption,
foreign exchange earnings and outgo pursuant to Section 217(1)(e) are
annexed to and form part of this report.
PARTICULARS OF EMPLOYEES
There are no employees posted in India who are covered under Section
217(2A) read with Companies (Particulars of Employees) Rules 1975.
However, the particulars of employees of the Company posted and working
outside India are not reported pursuant to the Notification G.S.R.
212(E) dated 24 March 2004 issued by the Department of Company Affairs,
Ministry of Finance, Government of India.
ACKNOWLEDGEMENT
The Board records its appreciation for the continued support and
co-operation received from all its associates - the shareholders,
customers, suppliers, banks and Government Departments. Our special
thanks to State Bank of India, our bankers for their continued support
and encouragement. The Directors also place their special appreciation
to all the employees.
By order of the Board
Place : Chennai Shankarraman Vaidyanathan
Date : 02.09.2011 Chairman & Managing Director
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