The are presenting the Twenty First Annual Report together with the
audited Statement of accounts for the year ended on 31st March, 2012.
1 Financial Results (Rs. in lacs)
Particulars 2011-12 2010-11
Sales and service charges & other income 31.29 32.29
Profit (Loss) before Depreciation (38.50) 19.45
Depreciation 2.82 2.85
Profit (Loss) before Tax (35.68) 16.60
Provision for Tax (13.15) 3.08
Profit (Loss) after Tax 35.50 13.52
Profit (Loss) b/ffrom earlier year (518.95) (532.48)
Profit (Loss) c/f to Balance sheet (247.35) (518.95)
During the year F.Y. 2011-12, Company could not achieve expected and
desired growth in terms of turnover as the working of the company was
under tremendous pressure due to adverse scenario.
However, after a .prolonged spell of uncertainty and repulsion in the
working on account of mounting losses from the operations, the company
has been able to come out of the rapidly increasing cash loss position.
This can be attributed to the various measures adopted by the company
in the last few years.
Your Directors did not declare any dividend.
4. Re-appointmentof Mr. Vikram Bhagatas Managing Director:
Mr. Vikram D. Bhagat was appointed as Director on the Board of the
Company since its incorporation. He was appointed as Managing Director
of the Company for a term of 5 years. Board decided to continue him as
Managing Director and hence wants to re-appoint him as Managing
Director for a term of 5 years w.e.f. 01/04/2012 subject to approval by
share holders of the Company in General Meeting.
Remuneration payable to Mr. Vikram D. Bhagat as Managing Director will
be Rs. 1,00,000/- per month as decided by Board of Directors in
consultation with Mr. Vikram D. Bhagat.
Mr. Hiren Patel, Director of the company retires at the ensuring Annual
General meeting and eligible for re-appointment.
Your directors'' wish to place on record their appreciation for the
contribution to growth of the business made by employees at all levels.
Information as required pursuant to section 217[2A) of the companies
Act, 1956 has not been given, as it is not applicable.
M/s ASA & Associates, Chartered Accountants, Ahmedabad, Auditor of the
Company holds office until the conclusion of the ensuring Annual
General Meeting. As stated in the item no. 3 of the notice, they are
eligible for reappointment to conduct statutory audit. The company has
received certificate from the auditor to the effect that their
appointment if made, would be within the prescribed limits under
section 224(1] of the Companies Act, 1956.
Notes to the accounts referred to in Auditor''s report are self
explanatory and therefore do not call for any further comments.
8. Issue of Securities on Preferential basis
In order to generate funds for diversification, expansion and
implementation of future growth plans and working capital requirements
of the company, Company had issued 2361150 Equity shares during
previous year to promoters and non-promoters on preferential basis.
Approval of the share holders was obtained in duly convened Extra-
Ordinary General Meeting held on 10/02/2012 for which proper notice
were given to all the share holders of the, Company whose names were
appear in the Register of Shareholders on relevant date 10/01/2012.
The securities were issues at a price of Rs. 20/- per share including
premium of Rs. 10/- per share. The issue price was calculated in
accordance with the requirements contained in SEBI (ICDR) Regulations.
Company has taken necessary listing and trading permissions from
relevant Stock Exchanges for allotted securities and intimated
depositories about issued securities.
During the year, Company has not accepted inter corporate Deposits,
which falls under Section 58A of Companies Act, 1956.
10. Energy. Technology And Foreign Exchange
The additional information required to be disclosed in terms of
notification No.1029 dated 31st December, 1998 issued by the Department
of Company Affairs, Ministry of Finance is not applicable.
11. Foreign Exchange Earning and Outgo
The were no foreign exchange earnings or outgo during the year.
12. Directors'' Responsibility Statement
Pursuant to Section 217(2A) of Companies Act, 1956, the Directors
i. In the preparation of Annual Accounts, appropriate accounting
standard have been m followed.
ii. Appropriate accounting policies have been selected and applied
consistently and judgments and estimates made that are reasonable and
prudent so as to give true and fair view of state of affairs of the
company at the end of financial year ended 31st March, 2012.
iii. Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of
Companies Act, 1956 for safe guarding the assets of the company and for
preventing and detecting fraud and other irregularities.
iv. The Annual Accounts have been prepared on going concern basis.
13. Auditor''s Qualification
Auditors have qualified their report to the members of the Company. In
this connection directors of the Company have discussed the same at
arm''s length on the recommendation of audit committee and have imitated
to take necessary action so as to show fair view of state of affairs of
the company in the coming financial year.
14. Report on Corporate Governance
Compliance Report on Corporate Governance is a part of Annual Report is
Your Directors wish to place on record their appreciation of the whole
hearted co-operation extended to company from various departments of
the central and state governments, company'' bankers and financial
institutions and employees of the company and look forward for the same
cordial relationship in coming years.
PLACE: AHMEDABAD FOR AND ON BEHALF OF THE BOARD
DATE : 30/05/2012
(Mr. Vikram. D. Bhagat)