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Creative Eye Directors Report, Creative Eye Reports by Directors

Creative Eye

BSE: 532392|NSE: CREATIVEYE|ISIN: INE230B01021|SECTOR: Media & Entertainment
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Directors Report Year End : Mar '15    Mar 14
Dear Members,
 The Directors have pleasure in presenting the 29th Annual Report on
 the business and operations of the Company along with the Audited
 Accounts of the company for the year ended March 31,2015.
 Financial Performance
                                                           (Rs. in lacs)
                                               31.03.2015     31.03.2014
 Sales                                            1349.90       1 761.02
 Less: Cost of Software                           1519.69       1424.60
 Gross Profit                                    (169.79)        336.42
 Other Income                                      151.63        155.51
 Total                                            (18.16)        491.93
 Less: Other Expenses before interest              252.89        251.06
 and Depreciation
 Operating Profit/(Loss)                         (271.05)        240.87
 Less: Interest                                     35.95         14.19
 Less: Depreciation                                 29.14         60.62
 Net Profit/(Loss) before Tax                    (336.14)        166.06
 Less: Provision for Deferred Tax                    0.00          0.00
 Less: Current Tax ( MAT)                            0.00         33.08
 Add: MAT Credit Entitlement                         0.00        (6.13)
 Net Profit/(Loss) after tax                     (336.14)        139.11
 Earning per share
 Basic                                             (1.68)          0.69
 Diluted                                           (1.68)          0.69
 Dividend Rate                                                       -
 Review of Financial Operations
 During the year under review, the turnover was Rs. 1349.90 Lacs as
 compared to Rs. 1761.02 Lacs of last year showing a decline by 23.35 %
 over last year. The net loss for the year was Rs. 336.14 lacs as
 compared to net profit of Rs. 139.11 Lacs of last year.
 In view of the loss suffered by the company the board is unable to
 recommend any dividend for the year under review.
 Business Performance
 During the year under review the following major serials were telecast
 1.  Teen Nadano ki Nadaaniyaan on Reliance Big Magic Channel
 2.  Singhasan Battisi on Sony Pal Channel
 3.  Betaal aur Singhasan Battisi on Sab TV Channel
 Your company had entered into Historical genre and produced Historical
 based serial Singhasan Battisi for new channel of Sony Group-Sony
 Pal. The serial was during well in term of performance and was
 maintaining No. 1 position across all the programs run on Sony Pal
 channel. The company was quite hope full for long run of this serial
 but unfortunately the Sony pal channel discontinues all new programs
 and your company serial was also one of them and this serial could run
 only for six months. However, your company is doing more research in
 this genre and quite hopeful to get more projects on various channels.
 Teen Nadano Ki Nadaaniyaan On Big Magic Channel went off the air in
 the Month of July 2014 due to the completion of the agreement.
 Future Plans / Outlooks
 The future outlook of content creator is very challenging and promising
 due to huge core competition at present. Shifting consumer behaviors,
 Data base, disruptive technologies, convergence and quadruple play
 offerings are revolutionizing the media industry.
 Digital Media and E-commerce is growing fast and setting new business
 models in the Media & Entertainment Industry. Your company may explore
 possibilities in this field in term of content creation or other
 The Company is also focusing on other business opportunities such as
 event management and non-fiction programs. Your Company is ready to
 face all tough Challenges of media and entertainment to attain future
 targets for the ensuring year by expanding its business operations in
 vertical modes.
 The Management of the Company is constantly looking for widening the
 prospects of the Company through an increased presence on various
 channels, the plugging of vacant slots, the creation of unique content
 for new coming channels and strategic diversification. In view of this,
 the Management is confident that the Company will continue to deliver
 the excellent value to the viewers and stakeholders in future.
 Fund Utilization
 Up to the financial year ending 31st March, 2015, the Company has
 utilized Rs. 1413.64 Lacs from the funds received from the Initial
 Public Issue. The balance unutilized funds which have been invested in
 fixed deposits, which will be utilized in the near future.
 Public Deposit
 The Company has not accepted any public deposit during the year under
 Internal Auditor and Report
 In Compliance with the provisions of the section of 138 of the
 Companies Act, 2013, The company has appointed independent internal
 auditor M/s Jayram & Co., Chartered Accountants, Mumbai as Internal
 Auditors for the Financial Year 2014-2015. to conduct the internal
 audit of the company that reviews internal controls and operating
 systems and procedures. This ensures robustness and integrity of
 financial reporting, internal controls, allows optimal use and
 protection of assets, facilitates accurate and timely compilation of
 financial statements and management reports and ensures compliance with
 statutory laws, regulations and company policies.
 Secretarial Audit Report
 During the year, Secretarial Audit was carried out by Mr. Kaushal
 Doshi, Practicing Company Secretary (ACS No. 32178) in compliance with
 Section 204 of the Companies Act, 2013 and the Companies (Appointment
 and Remuneration of Managerial Personnel) Rules, 2014. The report of
 Secretarial Auditor forming part of this Annual report does not contain
 any qualification, reservation or adverse remarks.
 Statutory Auditors and Audit Report.
 M/s Uttam Abuwala & Co., Chartered Accountants,(Firm Registration No.
 111184W) Mumbai, Independent Auditors of the Company will retire at the
 forthcoming Annual General Meeting and are eligible for re-
 appointment. The Company has received a confirmation from M/s Uttam
 Abuwal & Co., Chartered Accountants, to the effect that their
 re-appointment as Statutory Auditors, if made, would be within the
 limits under the section 141 of Companies Act 2013 read with the Rule 4
 of Companies (Audit & Auditors) Rules 2014. It is proposed to reappoint
 them from the conclusion of this Annual General Meeting till the
 conclusion of the next Annual General Meeting, subject to the approval
 of shareholders.
 There are no qualifications or adverse remarks in the Auditors'' Report
 which require any clarification/ explanation. The Notes on financial
 statements are self-explanatory, and needs no further explanation.
 Further the Auditors'' Report for the financial year ended, 31st March,
 2015 is annexed with this annual report for your kind perusal and
 Corporate Social Responsibility
 The company does not fall under the criteria of Section 135 of
 Companies Act, 2013 read with the Companies (Corporate Social
 Responsibility Policy) Rules, 2014, hence the said provision is not
 applicable to the Company.
 Loans, Guarantees and Investments.
 The Company has not given any Loan or Guarantee nor has made any
 Investment during the year under reporting attracting the provisions of
 Section 186 of the Companies Act, 2013, hence the said provision is not
 applicable to the Company.
 Extract of the Annual Return
 The Extract of Annual Return as required under section 92(3) of the
 Companies Act, 2013 and rule 12(1) of the Companies (Management and
 Administration) Rules, 2014, in Form MGT-9 is annexed with this annual
 report for your kind perusal and information.
 Meetings Of The Board Of Directors
 The Company held Four Board Meetings during the Financial Year under
 review. Details of the same forms part of the Corporate Governance
 Report is annexed with this annual report.
 Related Party Transactions:
 Apart from the related party transactions in the ordinary course of
 business , details of which are given in the notes to the financial
 statements, there were no other related party transactions requiring
 disclosure in Directors Report for the compliance with the companies
 act, 2013.
 Conservation of energy, technology absorption and Foreign Exchange
 Earnings & outgo
 Considering the nature of business of the company, the particulars
 required to be furnished pursuant to applicable Section 134 of the
 Companies act, 2013 read with Companies Rules, 2014 are not applicable
 to the company. There were no foreign exchange earnings and outgo
 during the current period.
 A) Changes in Directors and Key Managerial Personnel
 The individual details of Directors seeking re-appointment at the
 ensuing Annual General Meeting of the Company are annexed to the notice
 of Annual General Meeting. There were no change in Directors and Key
 managerial Personnel for the year under review.
 B) Declaration by an Independent Director(s)
 The Company has received and taken on record the declarations from all
 the Independent Directors of the Company confirming that they meet with
 the criteria of independence as prescribed both under sub section (6)
 of Section 149 of the Companies Act, 2013 and under Clause 49 of the
 Listing Agreement with the Stock Exchanges.
 C) Appointment and Remuneration
 Considering the requirement of skill, eminent people having an
 independence standing in their respective field, profession and who can
 effectively contribute to company''s business and policy decision are
 considered by the Nomination and Remuneration Committee for appointment
 as an independent director on the board. The Committee considers
 ethical standards of integrity, qualifications, expertise and
 experience of the person as appointment as director and not
 disqualified under the Companies Act, 2013 and rules made there under
 and accordingly recommended to the board for appointment.
 Remuneration to Whole Time Director/ Executive Directors is governed
 under the relevant provisions of the Companies Act, 2013 and the Rules
 made there under. Independent/ Non-Executive Directors are paid sitting
 fees for attending the meeting of board/committees thereof. The Company
 policy on directors'' remuneration is given in Corporate Governance
 Report which forms part of this annual Report.
 Corporate Governance Report
 * The Company is committed to maintain the highest standards of
 corporate governance and adhere to the corporate governance
 requirements set out by SEBI. The Company has also implemented several
 best corporate governance practices as prevalent globally.
 * The Report on corporate governance as stipulated under Clause 49 of
 the Listing Agreement forms part of the Annual Report.
 * The requisite certificate from the Auditors of the Company confirming
 compliance with the conditions of corporate governance as stipulated
 under the aforesaid Clause 49, is attached to the Report on corporate
 Risk Management Policy
 The Audit Committee has established a Risk Management Policy. The
 business risk is managed through cross functional involvement and
 communication across Department. Risk management and internal control
 processes focuses on areas that continue to meet the progressive
 governance standards. The Audit Committee and Management does review
 periodically the business risk areas covering operational and financial
 risks to safeguard and protect the business from any risky measures.
 Board Evaluation
 Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of
 the Listing Agreement, in a separate meeting of Independent Directors,
 performance of non-independent directors, performance of the board as a
 whole and performance of the Whole Time Directors, Chairman and
 executive directors was evaluated.  Based on such meeting of
 Independent Directors and taking into account the views of executive
 directors and non-executive directors the Board had evaluated its
 performance on various parameters such as Board composition and
 structure, effectiveness of board processes, effectiveness of flow of
 information, contributions from each Directors, efficient discharge of
 their responsibilities etc.
 There were no employees covered under the preview of section 197 of the
 companies Act, 2013 and the rules and amendments made under in
 Companies Act, 2013. Remuneration paid to Directors and Key Managerial
 Persons during the year reported in MGT 9 (Extract of Annual Return)
 annexed with this annual Report.
 Directors'' Responsibility Statement
 Pursuant to Section 134 of the Companies Act, 2013, in relation to the
 Audited Financial Statements for the Financial Year 2014-2015, your
 Directors confirm that:
 i) In the preparation of the annual accounts, the applicable accounting
 standards have been followed.
 ii) The accounting policies have been consistently applied 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 at the end of
 the financial year and of the profit and loss account of the company
 for that period as disclosed in the enclosed accounts.
 iii) Proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of the
 applicable Companies Act for safeguarding the assets of the company and
 for preventing and detecting fraud and other irregularities.
 iv) The annual accounts on a going concern basis.
 v) The internal financial controls are adequate and were operating
 vi) The proper systems are made to ensure compliance with the
 provisions of all applicable laws and that such systems were adequate
 and operating effectively.
 An acknowledgement to all with whose help, cooperation and hard work
 the company is able to achieve the results.
                             For and on behalf of the Board of Directors
                                                    Creative Eye Limited
 Place: Mumbai                                             Dheeraj Kumar
 Date: 25th May, 2015                       Chairman & Managing Director
Source : Dion Global Solutions Limited
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