To, The Members of Ravinay Trading Company Limited
The Directors have pleasure in presenting their Report on the
operations of the Company, together with the Audited Accounts for the
financial year ended 31st March, 2012.
FINANCIAL HIGHLIGHTS :
Particulars Year ended Year ended
Total Income 9,54,42,951 23,53,559
Total Expenditure 9,21,49,472 6,23,276
Profit / (Loss) Before Taxes 32,93,479 17,30,283
Less: Provision for Tax 7,00,000 5,45,000
Less: Provision for Deferred
Taxation 1,426 1,798
Provision of Tax (1,45,749) 96,793
Less: Income tax in respect
of earlier year 3,70,070 -
Profit / (Loss) After Tax 23,67,732 10,86,692
Add: Balance brought forward
from previous year 4,11,22,187 41,86,341
Balance Carried to Balance Sheet 4,34,89,919 52,73,033
The Profit after tax is Rs. 23,67,732/- as compared to previous year
(2010-11) which was Rs. 10,86,692/-
During the year,Om Vashistha Developers which was a partnership
firm converted into proprietorship firm w.e.f. 18th November, 2010 &
the Company is controlling 100% stake in the said firm. It is
developing a residential cum commercial project at Ramwadi Bail Bazar,
Kalyan (W) and the project is in full swing, as on date 7th Floor of
the building is completed i.e. 25% of the construction has been
completed and the work is under progress. The project is expected to be
completed by the end of 2014.
Mark Developers is a partnership firm with 50% share of Company &
is developing a residential cum commercial complex at Dindoli within
the limit of Surat Municipal Corporation. The project is under
construction i.e. 50% of the work is done as of date. Further the
Company is planning to adopt more projects in real estate in the near
SCHEME OF ARRANGEMENT
The Board of the Directors of your Company has unanimously approved at
its meeting held on 8th October, 2011, the Scheme of Arrangement under
Section 391 to 394 of the Companies Act, 1956, comprising of Merger of
Wholly owned Subsidiary Company i.e. M/s. Vinaykumar Family Trading
(the Transferor Company) and Holding Company Limited with Ravinay
Trading Company Limited (the Transferee Company). Further, The High
Court, Mumbai has approved/ sanctioned under Sections 391 to 394 of the
Companies Act, 1956, the Scheme of Amalgamation of Vinaykumar Family
Trading and Holding Company Limited with Ravinay Trading Company
Limited vide order dated 3rd August, 2012.
Your Directors do not recommend any dividend for the financial year
2011-12 with a view to conserve the resources for future.
Mr. Vardhman Mishrilal Jain, Director of the Company, retires by
rotation and being eligible, offers himself for re- appointment at the
ensuing Annual General Meeting.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The provision of Section 217(1)(e) of the Companies Act, 1956 read with
Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules 1998, are not applicable to the Company as the Company
is not doing any manufacturing activity.
The Company has not earned or expended any foreign exchange during the
year under the review.
PARTICULARS OF EMPLOYEES:
The Company does not have any employee in receipt of remuneration equal
to or exceeding the limits prescribed under Section 217(2A) of the
Companies Act, 1956, read with the Companies (Particulars of Employees)
Rules, 1975 as amended.
DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to the requirement under Section 217 (2AA) of the Companies
Act, 1956 with respect to the Director''s Responsibilities Statement,
it is hereby confirmed:
(i) That in the preparation of the Annual Accounts for the financial
year ended 31st March 2012, the applicable accounting standards had
been followed along with proper explanation relating to material
(ii) That the Directors had selected such accounting policies and
applied them consistently and made judgments and estimates that were
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 or loss of the Company for the year under review.
(iii) That the Directors had taken proper and sufficient care 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
(iv) That the Directors had prepared the Annual Accounts for the
financial year ended 31st March 2012 on a ''going concern'' basis.
The Auditors of the Company, M/s. CLB & Associates., Chartered
Accountants hold office till the conclusion of the 31st Annual General
Meeting and being eligible offer themselves for re-appointment.
COMMENT ON AUDITORS'' REPORT:
M/s. CLB & Associates., Chartered Accountants, Mumbai, the Statutory
Auditors of your Company, submitted their reports for the year ended
31st March, 2012 which are self explanatory and requires no comments or
explanation under Section 217(3) of the Companies Act, 1956.
During the Financial Year 2011-12, the Company has not accepted any
fixed deposits from public within the meaning of the Companies Act,
At present, 30,00,000 Equity Shares of the Company are listed at the
Bombay Stock Exchange Limited (BSE). The Company has paid the
applicable Annual listing fees to the BSE for the year 2012-13.
The Company does not have any Subsidiary Company by virtue of High
Court Order dated 3rd August, 2012.
DEMATERIALISATION OF SHARES:
The Company has established the connectivity with National Securities
Depository Limited (NSDL) and Central Depository Services (India)
Limited with activated I SI N- INE812K01019, the shareholders have
option to dematerialize their shares with CDSL as well as NSDL.
Your Company is committed to maintain the highest standards of
Corporate Governance. Your Directors adhere to the stipulations set out
in the Listing Agreement with the Stock Exchanges.
A report on Corporate Governance as stipulated under Clause 49 of the
Listing Agreement with the Stock Exchanges, forms part of this Annual
Certificate from the Auditors of the Company, M/s. CLB & Associates.,
Chartered Accountants regarding compliance of conditions of Corporate
Governance as stipulated under the aforesaid Clause 49, is annexed to
this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Management Discussion and Analysis Report for the year under review, as
stipulated under Clause 49 of the Listing Agreement with the Stock
Exchange, is annexed to this Annual Report.
SECRETARIAL COMPLIANCE REPORT:
Since your Company comes within the purview of the Section 383A of the
Companies Act, 1956, it has to obtain Compliance Certificate from the
Practicing Company Secretary. The Company had approached M/s. Deep
Shukla & Associates., Practicing Company Secretaries, Mumbai for
Secretarial Audit Report of the Company for the financial year 2011-12
and the same is attached with this report.
The Directors take the opportunity to thank all investors, business
partners, clients, vendors, bankers, employees, Statutory Auditors and
advisors for their continuous support during the year.
For Ravinay Trading Company Limited
Date : 27th August, 2012 Sd/- Sd/-
Place: Mumbai R.V.Ruia Vardhman M. Jain