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Indo-City Trades and Finance Directors Report, Indo-City Reports by Directors
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Indo-City Trades and Finance

BSE: 532100|ISIN: INE456B01014|SECTOR: Computers - Software Medium & Small
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Directors Report Year End : Mar '15    Mar 14
Dear Members,
 
 The Directors have pleasure in presenting the Twenty Third Annual
 Report and Audited Accounts of the Company for the year ended 31st
 March, 2015.
 
 I.  FINANCIAL RESULTS:
 
 Financial results of the Company during the year vis-a-vis previous
 year are as follows :-
 
                                                                (Rupees)
 
                                              2014-15            2013-14
 
 PROFIT BEFORE TAX                               3,417          8,51,378
 
 Add/(Less): Provision for Tax                  60,518        (2,71,307)
 
 Total                                          63,935          5,80,071
 
 Add.: Amount Brought Forward                89,30,266         83,50,195
 
 Balance Carried to Balance Sheet            89,94,201         89,30,266
 
 
 II.  DIVIDEND:
 
 To conserve the resources, your directors express their inability to
 recommend any dividend for the year under review.
 
 III.  PERFORMANCE:
 
 Total income of the Company during the year under review is Rs. 62.31
 Lacs as against Rs. 69.41 Lacs for the previous year and the profit
 after tax for the year stood at Rs. 0.64 Lac as against Rs. 5.80 Lacs
 for the previous year.
 
 IV.  FUTURE OUTLOOK:
 
 Your Company is planning for expanding their existing business as well
 as other projects and also planning thereon is being carried on. Your
 directors foresee bright future and higher earnings in the coming
 years.
 
 V.  DIRECTORS:
 
 Mrs. Shashi Aneel Jain, Director who retires by rotation at the ensuing
 Annual General Meeting and being eligible offers herself for
 re-appointment.
 
 As per Section 149 of the Companies Act, 2013 (Act), every listed
 Company shall have Independent Directors. The said section aligns the
 Act with Clause 49 of the Listing Agreement. Nomination & Remuneration
 Committee has recommended the appointment of existing independent
 directors at the ensuing Annual General Meeting as independent
 directors under the Companies Act, 2013.
 
 VI.  CORPORATE GOVERNANCE:
 
 Your company has been proactive in following the principle and practice
 of good corporate governance. The Company has taken adequate steps to
 ensure that the conditions of Corporate Governance as stipulated in
 Clause 49 of the Listing Agreement of the Stock Exchanges are complied
 with.
 
 A separate statement on corporate governance is annexed as a part of
 the Annual Report along with the Auditors certificate on its
 compliance. A report in the form of Management Discussion and Analysis
 pursuant to clause 49 of the Listing Agreement, as a part of this
 report is annexed hereto.
 
 VII.  AUDITORS
 
 M/s. S.K. PATODIA & ASSOCIATES, Chartered Accountants, retire at the
 ensuing Annual General Meeting and offer themselves for re-appointment.
 In accordance with Section 139 of the Companies Act, 2013 read with
 Rules made there under, M/s S.K. Patodia & Associates, Chartered
 Accountants, can be appointed for a maximum period of 3 years.
 
 They have confirmed that their appointment, if made, shall be in
 accordance with the provisions of Section 139 (1) of the Act read with
 Companies (Audit and Auditors) Rules, 2014 and that they satisfy the
 criteria given under Section 141 of the Act. The Audit Committee and
 Board of Directors have recommended their appointment as the Statutory
 Auditors of your Company.
 
 VIII. VIGIL MECHANISM
 
 Your Company has established a Vigil Mechanism Policy for your
 Directors and employees to safeguard against victimisation of persons
 who use vigil mechanism and report genuine concerns. The Audit
 Committee shall oversee the vigil mechanism.
 
 IX.  AUDITORS REPORT:
 
 Observation made in the Auditor''s Report are self-explanatory and
 therefore do not call for any further comment.
 
 X.  FIXED DEPOSIT
 
 Your Company has not accepted any fixed deposit from public and as such
 no amount of principal or interest was outstanding as of the Balance
 Sheet Date.
 
 XI.  PARTICULARS OF EMPLOYEES
 
 As per provisions of Section 197 (12) of the Companies Act, 2013, read
 with Rule 5 (1) of the Companies (Appointment and Remuneration of
 Managerial Personnel) Rules, 2014, are not applicable to the Company,
 as the Company has not employed any employee whose salary exceeds Rs.
 24,00,000/- per annum or Rs. 2,00,000/- per month.
 
 XII.  PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY
 ABSORPTION AND FOREIGN EXCHANGE AND OUTGO:
 
 The information pertaining to conservation of energy, technology
 absorption, Foreign exchange Earnings and outgo as required under
 Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of
 the Companies (Accounts) Rules, 2014 is not applicable to the Company.
 The Company did not earn and spend any foreign exchange.
 
 XIII.  STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK
 MANAGEMENT POLICY OF THE COMPANY.
 
 The Board of Directors and senior management team recurrently assess
 the operations and operating environment to identify potential risk and
 take necessary mitigation actions. The Banking, Investments &
 Operations activities related to Foreign Exchange matters and the
 Banking, Investments &Operation respectively.
 
 Key elements of risks
 
 1.  Global Economic Situation: The economic environment around the
 world is showing sign of growth. For IT services industry, the deemed
 momentum is looking positive. The IT spending is increasing however
 there are still pockets of global markets where there are still
 uncertainties. The Company on its part is helping existing customers
 drive efficiencies, demonstrate value addition.
 
 2.  Business Model redundancy: The new technologies, such as cloud, big
 data, mobile smart devices and social media are impacting the behaviour
 of the consumers,. The Company continuously scan business environment
 for early detection of emerging trend.
 
 3.  Cost pressure: Increasing employee cost and operating expenses may
 create pressure on margin. The Company is focusing on improving
 productivity and put up framework for cost management.
 
 4.  Regulatory risks: Any change in regulations in any of the
 jurisdiction of its operations may hamper growth and cause decline in
 revenue.
 
 5.  Delivery and operational risk: the growth an success depends on its
 ability to hire, attract, motivate, retain and train highly skilled
 technology personnel. Failure to complete fixed price, fixed time
 framed or transaction based pricing contracts within budget and on time
 may significantly affect our profitability.
 
 XIV.  DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to the requirements under Section 134(3) (c) of the Companies
 Act, 2013 with respect to the Directors'' Responsibility Statement, your
 Directors, based on their knowledge and belief and the information and
 explanations obtained, 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, if any;
 
 b) The Directors had selected such accounting policies and applied them
 consistently and made judgment 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 or 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 irregularities; and
 
 d) The Directors had prepared accounts on a going concern basis.
 
 XV.  KEY MANAGERIAL PERSONNEL:
 
 The Key Managerial Personnel of your Company are Mr. Aneel Jain,
 Chairman & Managing Director, Mr. Ramesh Chandra Ram chandra Pusola,
 Chief Financial Officer. Both are two Key Managerial Personnel
 prescribed under the said Act were in the employment of your Company
 even prior to the Companies Act, 2013 became applicable.
 
 XVI.  ACKNOWLEDGMENTS:
 
 Your Directors wish to place on record their appreciation and
 acknowledgement with gratitude for the support and assistance extended
 to the Company by the Bankers, Shareholders and Customers. Your
 Directors place on record their deep sense of appreciation for the
 devoted service of the executive and staff at all levels of the
 Company.
 
                                          For and on behalf of the Board
 
                                                   Aneel Jain
                                          Chairman & Managing Director
 Place : Mumbai                                   DIN:00030742
 Date : 28th August, 2015
 
 
 
Source : Dion Global Solutions Limited
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