The directors have pleasure in presenting the TWENTY FIFTH ANNUAL
REPORT together with the Audited statement of accounts for the year
ended 31st March, 2015.
The summarized Financial results of your Company are given in the table
(Figures in Rupees)
Particulars Financial Year ended
Total Income 6,07,510 5.79,698
Profit/)loss) before Interest,
& Tax (EBITDA) 17.830 11.701
Finance Charges 149 260
Depreciation NIL NIL
Provision for Income Tax 5,510 3,686
Net Profit/(Loss) After Tax 12,320 8,015
Profit/fLoss) brought forward from 7,13,64,434 7,13,56,434
Profit/!Loss) carried to Balance Sheet 7,13.76,769 7,13,64,449
SUMMARY OF OPERATIONS
Net profits increased marginally during the year. Your directors are
hopeful that the business will improve in the coming years. Your
directors are trying their best and are continuously looking for
opportunities to boost the business and profitability for the company.
CHANGE THE NATURE BUSINESS
There is no change in the nature of business of the company during the
year under review.
CHANGES IN SNARE CAPITAL
Your company did not issue any shares during the year under review
Your directors do not recommend dividends for the current year.
During the year under report, the Company has not accepted any deposits
from public in terms of Section 58A and/or 58AA of the Companies Act,
1956 and Chapter V of Companies Act, 2013. hence, there is no overdue
deposit as on 31st March, 2015.
STATUTORY AUDITORS AND THEIR REPORT
The Auditors M/s Singla & Associates, Chartered Accountants, were
appointed w''ith your approval at the 24th AGM to hold such office till
the conclusion of the 27th AGM. The Board, in terms of Section 139 of
the Act, on the recommendation of the Audit Committtee, ahs recommended
for the ratification of the Members the appointment of M/s Singla &
Associates, from the conclusion of the ensuing AGM till the conclusion
of the 27lh AGM.
The Board, in terms of Section 142 OF the Act. on the recommendation of
the Audit Committee, has also recommended for the approval of the
Members the remuneration of M/s Singla & Associates, for the Financial
Year 201 5-16.
There are no observations (including any qualification, reservation,
adverse remark or disclaimer) of the Auditors in their Audit Report
that may call for any explanation from the Directors. Further, the
notes to accounts referred to in the Auditors'' Report are
Your Board, during the year, appointed M/s Tanveer llahi. Company
Secretary, to conduct secretarial audit of the Company for the
financial year ended 31st March, 2015. The Report of M/s Tanveer llahi
Company Secretaries in terms of Section 204 of the Act. is provided in
Annexure I forming part of this Report.
DIRECTORS RESPONSIBILITY ''S STATAEMENT
Pursuant to the requirement clause (c) of sub-section (3) of Section
134 of the Companies Act. 2013. your Directors confirm that:
(a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
(b) the directors had 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 at the end of the financial year and of the profit and
loss of the company for that period:
(c) the directors had 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;
(d) the directors had prepared the annual accounts on a going concern
(e) the directors, had laid down internal financial controls to be
followed by the company and that such internal financial controls are
adequate and were operating effectively.
(1) the directors had .devised proper systems to ensure compliance with
the provisions of all applicable laws and that sue it systems were
adequate and operating effectively.
The Company has no employee during the year in respect of which the
statement pursuant to section 197 of the Companies Act. 2013 and the
Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 is required to be annexed.
INTERNAL FINANCIAL CONTROLS
A strong internal control culture is pervasive in the company. The
company has documented a robust and comprehensive internal control
system for the major processes to ensure reliability of
financial reporting, timely feedback on achievement of operational and
strategic goals, compliance with policies, procedures, laws and
regulations, safeguarding of assets and economical and efficient use of
resources. The formalized system of control facilitate effective
compliance as per Clause 49 of the Listing Agreement
The internal Audit department continuously monitors the efficacy of
internal controls with the objective of providing to the Audit
Committee and the Board of Directors, an independent, objective and
reasonable assurance on the adequacy and effectiveness of the
organization''s risk management, control and governance processes. The
internal financial controls with reference to the Financial Statements
are commensurate with the size and nature of business of the Company.
The scope and authority of the Internal Audit activity are approved by
the Audit Committee. During the year Audit Committee met regularly to
review reports submitted by Internal Audit department. All significant
audit observations and follow up actions thereon were reported to Audit
Committee. The Audit Committee also met the company''s Statutory
Auditors to ascertain their views on the financial statements,
including the financial reporting systems, compliance to accounting
policies and procedures, the adequacy and effectiveness of the internal
controls and systems followed by the company.
RISK MANAGEMENT POLICY
In terms of the requirement of the Act. the Company has developed and
implemented the Risk Management Policy and the Audit Committee of the
Board reviews the same periodically.
DETAILS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION. FOREIGN
EXCHANGE EARNINGS AND OUTGO
(a) Conservation of energy
(i) the steps taken or impact on Not applicable
conservation of energy
(ii) the steps taken by the company
for utilizing alternate sources of energy Not applicable
(in) the capital investment on energy conservation
equipments Not applicable
(b) Technology absorption
(i) the efforts made towards technology absorption Not applicable
(ii) the benefits derived like product
improvement, cost reduction. product
development or import Not applicable
(iii) in case of imported technology
(imported during the last three years
reckoned from the beginning of the
(a) the details of technology imported Not applicable
(b) the year of import; Not applicable
(c) whether the technology been fully absorbed Not applicable
(d) if not hilly absorbed, areas where
absorption has Not applicable
not taken place, and the reasons thereof
iv) the expenditure incurred on
Research and Development Not applicable
(c) Foreign exchage earnings and Outgo
During the year, the tota foreign exchage earned in terms of actual
infolows was nill during the year and the foreign exchange outgo during
the year was nil in terms of actual outflows.
CORPORATE GOVERNANCE REPORT
Your company is committed .TO the tenets of good Corporate Governance
and has token adequate steps to ensure that the requirements of
Corporate Governance as laid down in C lause 49 of the Listing
Agreement are complied with.
A separate report on Corporate Governance and a management Discussion
and Analysis Report are being published as a part of the Annual Report
ot the Company is annexed as Annexure 2
The Auditors of the Company have certified that conditions of Corporate
Governance as stipulated under Clause 49 of the Listing Agreement are
complied by the Company and then Certificate is annexed to the Report
on Corporate Governance as Annexure 3.
CORPORATE SOCIAL RESPONSIBILITIES (CSR)
Your Company has not made any Contribution under CSR policy as
make the contribution pursuant to the provisions of section 135 and
schedule V11 ot tl Companies Act, 2013
free fraud and corruption free work has been core to the company In view
of the potential risk of fraud and corruption due to rapid growth and
geographical spread of operations, the company has put an even greater
emphasis to address the risk. To meet this objective, a comprehensive
fraud risk management policy akin to vigil mechanism or the whistle
blower policy has been laid down.
LOAN GUARANTEES OR INVESTMENT UNDER SECTION 186
The company has not made any investment through not more than two
layers of investment Companies.
During the year under review, the Company has not give any loan, give
any guarantee or provide any security in connection with loan to any
body corporate or any person.
RELATED PARTY TRANSACTIONS COMPLIANCE WITH
All the related party transactions are entered Agreement There are no
Materially the applicable provisions of the Act and the Listing
with Promoters, Directors and may have the potential conflict with the
interest of the company at large.
The details of the transactions with Related Party arc provided in the
accompanying financial statements.
DETAILS OF SUNSIDAIARY/ JOINT VENTURE /ASSOCIATE COMPANIES
There are no companies which hasve become or ceased to be
subsidiary/ joint venture and /or Associate Companies of the Company.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS
AND/ OR TRIBUNAL
There is/ was no order passed by Regulators. Courts and/or Tribunal
which may impacting the going concern status and Company s OperatIons in
EXTRACT OF ANNUAL RETURN
Extract of the Annual Returin of the Company is annexed as Annexure 4 to
INFORMATION REQUIRED UNDER CLAUSE 49 OF THE LISTING AGREEMENT WITH
RESPECT TO THE DIRECTOR RETIRING BY ROTATION AND SEEKING REAPPOINTMENT /
DIRECTOR SOUGHT TO BE APPOINTED IS AS UNDER:
Particulars Mr. Yogesh Kumar Mrs Usha Rani
Date of birth 25/04/1978 18/03/1879
Nationality India India
Date of Appointment on the 30/09/2010 31/03/2015
Qualifications Graduate Graduate
Expertise in specific
Directorship held in other Nil NIL
Membership/ Chairmanship of
Committees of other public NIL NIL
Companies (include only Audit
Committee and Shareholders/
Investor Grievance ( ommittee)
Number of shares held in the NIL NIL
Director include directorship of other indian public companies and
committee membership includes only audit committes and stake
holders'' relationship committes of public limited company
(whether Listed or not)
PREVENTION OF SEXUAL HARASSMENT
As required byt ht esexual harassment of women at workplace (prevention)
prohibiton & redressal) Act,2013, the company has formulated and
implements a plicy on prevetion of sexual harassment at workplace with a
mechanism of lodging complaints. during the yare under year under
review, no complaints were reported to the Board.
your directors place on record their apreciation for employee at all
levels,who have contributed to the growth and performance of your
Your Directors also thank the clients, vendors, bankers, shareholders
and advisers of the Company for their continued support.
Your Directors also thank the Central and State Governments, and other
statutory authorit.es lor their continued support.
By order of the Board
for Geefcee Finance Limited
G. R. Goyal
Place: New Delhi
Dated: 30th July, 2015