To The Members of SWARNSARITA GEMS LIMITED
(Formerly known as Shyam Star Gems Limited)
The Directors have pleasure in presenting the 20th Annual Report on
the operations of the Company together with the Audited Accounts for
the year ended 31st March, 2012.
Particulars (Rs. In Lacs)
Year ended Year ended
Total Income 7233.36 1259.60
Profit / (Loss) Before Depreciation & Taxes 159.72 242.56
Less: Depreciation 7.38 8.06
Profit / (Loss) Before Tax 152.34 234.51
Less: Provision for Current Tax 29.03 35.00
Less: Provision for Deferred Taxation (3.11) (0.05)
Less: Earlier Tax (6.11) NIL
Profit / (Loss) After Tax for the year 132.53 199.55
Add: Balance in Reserves & Surplus 3729.13 3569.94
Proposed Dividend 99.28 34.73
Taxes of Dividend 16.10 5.63
For dividend rounding off 0.06 NIL
Closing Balance 3746.22 3729.13
During the year under the review, the company has earned Profit before
tax of 152.34 Lacs. Whereas Profit after tax was of 132.53 Lacs as
against Profit before Tax of Rs. . 234.51 Lacs and Profit After Tax of Rs..
199.55 Lacs for the corresponding previous year.
Further, the Company was granted an ISO 9001-2008 Certificate during
the year under review.
The Directors are pleased to recommend dividend @5% [i.e. Re. 0.50 per
Equity share of Rs. 10/- each] for financial year 2011 -2012. The
dividend will be paid to members whosed names appear in the Register of
Members as on Book closure Date; in respect of shares held in
dematerialised form, it will be paid to members whose names are
furnished by National Securities Depository Limited and Central
Depository Services (India) Limited, as beneficial owners.
Mr. Ashok Surana and Mr. Sanjay Kothari, Directors of the Companies,
retire by rotation and being eligible; offer themselves for
re-appointment at the ensuing Annual General Meeting.
Further, Mr. Rajendra Nolkha resigned as Director of the Company w.e.f.
11th August, 2012 and Mr. Sunil Jain was appointed as an Additional
Director of the Company w.e.f. 11th August, 2012 respectively and is
eligible for reappointment at the forthcoming Annual General Meeting.
The Board of Directors also recommended to appoint Mr. Sunil Jain as
the Whole-time Director designated as Executive Director of the Company
for a period of five years w.e.f. 11th August, 2012 whose period of
office is liable to retire by rotation. Further, Mr. Sunil Jain is also
designated as the Compliance officer of the company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Since your Company does not own manufacturing facility, the particulars
relating to the conservation of energy and technology absorption as
prescribed u/s. 217 (1 )(e) of the Companies Act, 1956 read with the
Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules, 1988 do not apply to the Company in respect of the
year under reference.
Further, foreign exchange outgo towards purchase of goods is to the
tune of 2,58,47,960/- and however the Company has not earned any
foreign exchange during the year under review.
PARTICULARS OF EMPLOYEES
Information as per the provisions of Section 217(2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules 1975
duly amended by the Companies (Particulars of Employees) Rules, 2011
for the year ended 31st March, 2012 is not applicable to the Company as
none of the employees come within the ambit of said Rules.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 217(2AA) of the Companies Act,
1956, your Directors confirm the following:
- That in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures;
- That the Directors have 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 as at 31st March, 2012 and of the profit of
the Company for the year ended on that date;
- That the Directors have 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;
- That the annual accounts for the year ended 31st March, 2012 has
been prepared on a going concern basis.
M/s. Suresh Anchaliya & Co, Chartered Accountants, the Auditors of the
Company retires at the conclusion of this Annual General Meeting and
being eligible offers themselves for reappointment.
M/s. Suresh Anchaliya & Co., 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,
The shares of the company are listed at the Bombay Stock Exchange
Limited . The Company has paid the annual listing fees to the BSE for
the year 2012-2013.
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 Exchange, forms part of this Annual
The Certificate from the Auditors of the Company, M/s. Suresh Anchaliya
& Co confirming compliance of conditions of Corporate Governance as
stipulated under the aforesaid Clause 49, is annexed to this Report.
POSTAL BALLOT CONDUCTED DURING THE YEAR
Based on the recommendations and findings of the Audit committee, the
Board of Directors has conducted the postal ballot for following
proposal, which was approved by the members by requisite majority.
1 Sale of undertaking of the Company pursuant to Section 293(1 )(a) of
the Companies Act, 1956.
Your Directors take this opportunity to express their gratitude for the
support and co-operation from the Outgoing Directors, Financial
Institutions, Investors, Banks, Vendors, Members and Statutory
Authorities. Your Directors express their deep appreciation to the
Company''s employees at all levels for their unstinted efforts and
valuable contributions during the year.
For and on behalf of the Board of Directors
Place: Mumbai Mahendra Chordia
Date :11th August,2012 Chairman & Managing Director