The Directors present their report on the business and operations of
your Company for the year ended 31st March 2012.
FINANCIAL RESULTS Rs. in Lakhs
Particulars 2011-12 2010-11
Net Sales & Other Income 8,066 9,536
Depreciation/Amortization 111 148
Profit before taxation 286 312
Income Tax 13 3
Profit/(Loss) after Taxation 273 309
Balance carried forward -1,892 -2,165
YEAR UNDER REVIEW
During the year under review, your Company achieved a net turnover of
Rs. 8,066 lakhs as compared to Rs.9,536 lakhs in the previous financial
year. Your Company has earned a profit after taxation of Rs. 273 lakhs
in the current financial year as against Rs. 309 lakhs profits in the
previous year. Export performance during the year under review was
affected due to the slowdown in USA and the crisis in euro currency
The uncertanity in Global Markets therefore continued to cause concern.
To offset the downturn in North America / Europe, the Company continued
to explore new geographies and is expecting to see results for these
efforts in the near future.
Your company is confident that the improved export business would
ensure a turn around in the company''s operations.
Your Company continues the tie up with Priya Limited for providing
support in Logistics and Distribution of its products in Europe and
VXL-UK has been able to extend good support in terms of marketing of
the Company''s products in Europe and especially in USA during the
year under review.
VXL has been one of the first Indian Companies to venture into the
export market and in spite of many obstacles and misconceptions about
Indian progress as IT Hardware compared to Indian Software, VXL has
established itself worldwide as a player of the long run.
This year Dell announced the acquisition of Wyse, a leading Company in
cloud client computing. This has validated the market potential for
thin clients and the growing interest in thin client infrastructure.
It is our belief that thin client will continue to grow and
become even more prevalent among computer users of all types. The IDC
supports this theory, forecasting a billion market by 2015. Market
growth will be fueled by increased speed of networks, as well as
performance and efficiency improvements in hardware and software. These
growth areas will drive flexibility, scalability and usability in thin
client computing solutions.
During the first quarter of 2012-13, our company''s turnover is
comparatively less when compared to first quarter of 2011-12 due to the
uncertainty in the euro zone and the slowdown in USA. We expect the
situation to improve in the second half of the current financial year.
VXL continues to have tie up with Global leaders in the field of
Information Technology, who develop, Manufacture and market high
quality secure and easy to use tachonology products and services, world
wide. Through this Agreement, VXL expects to increase its Global and
National reach through their widely spread sales channels.
With the introduction of new products carrying better features and with
the strengthening and addition of better and more features in our
complementing software products, your company expects a substantial
increase in exports during the financial year 2012-13.
RESEARCH AND DEVELOPMENT
Your Company recognizes R & D as one of its major focus areas in both
Hardware and Software. This focus has helped your Company to design
fully ROHS compliant products carrying better features and ergonomics.
These products have been well received by our customers.
VXL, UK has managed to earn a profit of GBP 41,628 during the current
PARTICULARS OF EMPLOYEES
None of the employees drew remuneration in excess of the limits
prescribed in Sec. 217 (2A) of the Companies Act, 1956.
Mr Arun Kumar Bhuwania and Mr. K. Prakash retire by rotation, and being
eligible, offer themselves for re-appointment.
The Board inducted Mr. N.V. Maslekar as additional director on 6th
July, 2012. He holds office upto the date of ensuing Annul General
Meeting and a Notice has been received from a member under section 257
of the Companies Act, 1956 proposing his candidature.
Messrs Ishwar & Gopal, Chartered Accountants, Auditors of the Company,
being eligible, offer themselves for re-appointment.
The Auditors have pointed out in their report with regard to
non-provision in respect of Company''s investments in and receivables
from a subsidiary and accounting of deferred tax credits. In view of
the long term prospects and steps taken to recover these receivables,
the Directors feel that no provision need be made in the accounts.
The total amount of fixed deposits accepted from Directors as on 31st
March, 2012 was Rs.21.35 lakhs. There were no unclaimed deposits as at
DIRECTORS'' RESPONSIBILITY STATEMENT
As required by Section 217(2AA) of the Companies Act, 1956, the
Directors state and confirm that:
(a) The financial statements have been prepared in conformity with the
generally accepted accounting standards and principles and in terms of
the requirement of the Companies Act, 1956. Reasonable and prudent
judgements and estimates have been made wherever necessary.
(b) The accounting policies selected and applied consistently give a
true and fair view of the financial statements.
(c) The Company has implemented adequate internal controls to provide
reasonable assurance of the reliability of its financial records,
proper safeguarding and use of its assets and detection of frauds and
(d) The Directors have prepared the annual accounts on a going
The Board meets at regular intervals and transacts various businesses.
The Company consistently forwards the quarterly financial results to
the Stock Exchange and publishes the same in the newspapers as per the
The Company has closed the unit manufacturing CRT Terminals as the
product GVX terminal has been phased out. On this, workmen raised
certain objection which has been rejected by the Secretary, Department
of Labour. Now the matter is before the High Court of Karnataka.
Provision has been made for Rs. 19,72,505/- towards settlement amount
due to employees of the unit. Additional liability, if any, on this
account is not ascertainable and will be provided on settlement of the
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information required to be furnished under Section 217(1) (e) of
the Companies Act, 1956 read with the Companies (Disclosure of
particulars in the Report of the Board of Directors) Rules, 1988 is
annexed hereto and forms part of this Report.
The Directors wish to thank the Customers, Vendors, Business
Associates, Employees and the Investors for the continued support
during the year.
The Directors also thank State Bank of India for the unstinted
co-operation extended by them.
For and on behalf of the Board of Directors
M.V. Nagaraj M.V. Shetty
Managing Director Whole Time Director
Place : Bangalore
Date :6th July 2012