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Alfavision Securities and Finance Directors Report, Alfavision Sec Reports by Directors
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Alfavision Securities and Finance

BSE: 531156|ISIN: INE883B01019|SECTOR: Finance - Leasing & Hire Purchase
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Directors Report Year End : Mar '15    Mar 14
Dear Members,
 
 The Directors have immense pleasure in presenting the 21st Annual
 Report of the Company and the Audited Accounts for the financial year
 ended 31st March, 2015.
 
 FINANCIAL HIGHLIGHTS
 
                                              (Amount in Rs. Lacs.)
 
 PARTICULARS                               31.03.2015   31.03.2014
 
 Total Income                                 4743.14      3944.25
 
 Total Expenses                               4714.95      3916.97
 
 Profit before and tax                          28.19        27.27
 
 Less : Provision for Taxation
 
 Current tax                                    1.350        1.635
 
 Deferred Tax                                       0        0.002
 
 Profit for the Year                            26.84        25.64
 
 Earning per Share
 Basic                                            .85         0.81
 
 Dilute                                           ,85         0.81
 
 DIVIDEND
 
 To conserve the resources of profit, your Directors do not recommend
 any dividend for year under review.
 
 DIRECTORS
 
 In accordance with the provision of section 149 and 152 of the
 Companies Act, 2013, and as per Article of Association of the Company,
 Mrs. Rekha Goyal Director of the Company, retire by rotation and being
 eligible offer himself for reappointment in ensuing Annual General
 Meeting.
 
 DIRECTOR''S RESPONSIBILITIES STATEMENT
 
 Pursuant to the requirement under Section 134 of the Companies Act,
 2013, with respect to the Director''s Responsibility Statement, your
 directors hereby confirm:
 
 I) That in the preparation of the annual accounts for the financial
 year ended 31 st March 2015; the applicable accounting standards have
 been followed ;
 
 II) That they have selected such accounting policies and applied them
 consistently and made judgments, and estimate 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 financial year and of the profit of the
 Company for the year under review;
 
 III) That they have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provision of the Companies Act 2013, for safeguarding the assets of the
 Company and for preventing and detecting Fraud and other
 irregularities;
 
 (IV) That they have prepared the annual accounts on a going concern
 basis.
 
 (V) The Directors has laid down internal financial controls to be
 followed by the company and that such internal controls are adequate
 and were operating effectively;
 
 (VI) The Directors had devised proper systems to ensure compliance with
 the provisions of all applicable laws and that such systems were
 adequate and operating effectively.
 
 PUBLIC DEPOSITS
 
 Your Company has not accepted any deposits within the meaning of
 Section 73 of the Companies Act, 2013 and the Companies (Acceptance of
 Deposits) Rules, 2014.
 
 DECLARATION BY INDEPENDENT DIRECTORS
 
 All independent directors have given declarations that they meet the
 criteria of independence as laid down under section 149(6) of the
 Companies Act, 2013 and clause 49 of the Listing Agreement. An
 independent director shall hold office for a term up to five
 consecutive years on the Board of a Company, but shall be eligible for
 reappointment for next five years on passing of a special resolution by
 the Company.
 
 COMPANIES RULES 1988 (DISCLOSURE OF PARTICULARS IN THE REPORTS OF BOARD
 OF DIRECTOR)
 
 As the Company is not engaged in any manufacturing activities, hence
 provisions of section 217 (1) (e) of the Companies Act, 1956 read with
 the Companies Rules, 1988 are not applicable to the Company. Further
 there was neither inflow nor outflow of foreign exchange during the
 year.
 
 POLICY FOR APPOINTMENT AND REMUNERATION OF DIRECTORS
 
 The Board has, on the recommendation of the Nomination & Remuneration
 Committee framed a policy for selection and appointment of Directors,
 Senior Management and their remuneration. The Remuneration Policy is
 stated in the Corporate Governance Report.
 
 PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: The particulars of
 Loans, guarantees or investments covered under Section 186 of company
 act, 2013 form part of notes to the financial statements provided in
 this annual report.
 
 INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY/INTERNAL FINANCIAL
 CONTROLS:
 
 The directors has laid down internal financial controls to be followed
 by the company and that such internal financial controls are adequate
 and operating effectively for ensuring the accuracy and completeness of
 the accounting records, relevant to the preparation and presentation of
 financial statements. The Company has an Internal Control System,
 commensurate with the size, scale and complexity of its operations.
 The scope and authority of the Internal Auditor is defined in the
 Internal Audit Manual. To maintain its objectivity and independence,
 the Internal Auditor reports to the Chairman of the Audit Committee of
 the Board. The Internal Auditor monitors and evaluates the efficacy and
 adequacy of internal control system in the Company, its compliance with
 operating systems, accounting procedures and policies at all locations
 of the Company. Based on the report of Internal Auditor, process owners
 undertake corrective action in their respective areas and thereby
 strengthen the controls. Significant audit observations and
 recommendations along with corrective actions thereon are presented to
 the Audit Committee of the Board.
 
 CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
 
 The Company has not developed and implemented any Corporate Social
 Responsibility initiatives as the said provisions are not applicable.
 
 CONSERVATION OF ENERGY:
 
 Company ensures that the operations of the company are conducted in the
 manner whereby optimum utilization and maximum possible savings of
 energy is achieved.  No specific investment has been made in reduction
 in energy consumption equipments. As the impact of measures taken for
 conservation and optimum utilization of energy are not quantitative,
 its impact on cost cannot be stated accurately. No steps have been
 taken by the company for utilizing alternate sources of energy.
 
 TECHNOLOGY ABSORPTION:
 
 Company''s operations are conducted by using in-house know how and no
 outside technology is being used for operating activities. Therefore no
 outside technology absorption in the company. The Company has not
 incurred expenditure on research and development activities during the
 year.
 
 FOREIGN EXCHANGE EARNINGS AND OUT-GO:
 
 During the period under review there was no foreign exchange earnings
 or out flow.
 
 SUBSIDIARY COMPANY:
 
 The Company has no subsidiary company.
 
 DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES
 
 Pursuant to sub-section (3) of section 129 of the Act, the statement
 containing the salient feature of the financial statement of a
 company''s subsidiary or subsidiaries, associate company or companies
 and joint venture or ventures is given as Annexure-V. Performance and
 financial position of the subsidiary included in the consolidated
 financial statement.  Further, the financial statements and related
 documents of the subsidiary company shall be kept open for inspection
 at the Registered & Corporate Office of the Company. The Company will
 also make available copy thereof upon specific request by any Member of
 the Company interested in obtaining the same.
 
 VIGIL MECHANISM / WHISTLE BLOWER POLICY:
 
 The Company has a Vigil Mechanism/Whistle Blower Policy to report
 genuine concerns or grievances of directors and employees and to deal
 with instance of fraud and mismanagement, if any. In staying true to
 our values of Strength, Performance and Passion and in line with our
 vision of being one of the most respected companies in India, the
 Company is committed to the high standards of Corporate Governance and
 stakeholder responsibility. Audit committee shall oversee the vigil
 mechanism. The vigil mechanism ensures that strict confidentiality is
 maintained while dealing with concerns and also that no discrimination
 will be meted out to any person for a genuinely raised concern.
 
 BOARD EVALUATION:
 
 Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of
 the Listing Agreement, the Board has carried out an evaluation of its
 own performance, the directors individually as well as the evaluation
 of the working of its Audit, Nomination & Remuneration Committees. The
 manner in which the evaluation has been carried out has been explained
 in the Corporate Governance Report.
 
 PARTICULARS OF EMPLOYEES
 
 The Company did not have any employee, during the year drawing
 remuneration attracting the provision of section 217 (2A) of the
 Companies Act, 1956 read with the Companies (particulars of employees)
 Rule 1975.The company continued to have cordial and harmonious
 relations with employees. In totality our employees have shown a high
 degree of maturity and responsibility in responding to the changing
 environment, economic and the market condition.
 
 EXTRACT OF ANNUAL RETURN:
 
 The details forming part of the extract of the Annual Return in form
 MGT-9 is annexed herewith as Annexure-i.
 
 LISTING WITH STOCK EXCHANGES:
 
 The Company''s Shares are listed on BSE. The Company confirms that it
 has paid the Annual Listing Fees to BSE.
 
 AUDITORS
 
 M/s Abhishek Nahar & Associates, Chartered Accountant, Indore retire
 and being eligible, offer themselves for re-appointment as statutory
 auditors in forthcoming Annual General Meeting.
 
 AUDITORS REPORT
 
 The auditors report to the shareholders on the Accounts of the Company
 for the financial year 31st March 2015 does not contain any
 qualification or adverse remark.  Audit report is self explanatory
 hence no need any comments.
 
 SECRETARIAL AUDITOR
 
 The Board had appointed M/s. Harish Damani, Practicing Company
 Secretary, to conduct Secretarial Audit of the 31st March, 2015
 company. The Secretarial Audit Report for the financial year ended 31
 March, 2015 is annexed herewith as Annexure- III to this report. The
 Secretarial Audit Report does not contain any qualification,
 reservation or adverse remark or disclaimer.
 
 RELATED PARTY TRANSACTIONS DISCLOSURE
 
 The disclosure required under sub section (1) of section 188 is
 mentioned in Form AOC-2 which is annexed herewith as Annexure ii.
 
 CODE OF CONDUCT
 
 The company has laid-down a code of conduct for all Board members and
 senior management of the Company. All the Board members and senior
 management personnel have affirmed compliance with the code of conduct.
 
 CORPORATE GOVERNANCE
 
 A separate section titled Corporate Governance including a
 certificate from the Auditors of the Company confirming compliance of
 the conditions of the Corporate Governance as stipulated under clause
 49 of the Listing Agreement and also the Management Discussion and
 Analysis Report and CEO certification are annexed hereto and form part
 of the report.
 
                                       For &Behalf of Board of Director 
 
                                    ALFAVISION OVERSEAS (INDIA) LIMITED
 
 Place: Indore
 
 Date : 05/09/2015          Vishnu Prasad Goyal           Rekha Goyal
 
                            MD                               Director
 Registered Office;         Din- 00306034               Din- 00306072
 
 405 RAJANI BHAWAN 
 
 569/2 M.G. ROAD,
 
 Indore-452008(M.P.)
Source : Dion Global Solutions Limited
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