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Neptune Exports

BSE: 512522|ISIN: INE066X01015|SECTOR: Miscellaneous
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Directors Report Year End : Mar '14    Mar 12
Dear Members,
 
 The Directors have pleasure in presenting their Annual Report together
 with the Audited Accounts of the Company for the Financial year ended
 31st March, 2014.
 
 FINANCIAL RESULTS
 
                                     2013-2014               2012-2013
 
 Total Revenue                      20,868,717              10,846,379
 
 Profit before Depreciation         13,742,887               7,905,077
 
 Less: Depreciation                  1,842,568               1,807,636
 
 Net Profit before Taxation         11,900,319               6,097,441
 
 Less : Provision for Taxation       2,244,000               1,140,000
 
 Net Profit after Taxation           9,656,319               4,957,441
 
 Add: Balance Brought forward      136,338,442             131,381,001
 
 Balance carried forward           145,994,761             136,338,442
 to Balance Sheet
 
 COMPANY PERFORMANCE
 
 In the light of challenging business conditions, the working results of
 your Company during financial year ended on 31st March, 2014 was
 satisfactory.
 
 DIVIDEND
 
 The Directors have considered to plough back the profit in business for
 better financial strength and as such they have not recommended any
 dividend for the year under review.
 
 CORPORATE GOVERNANCE
 
 The Principles of Good Corporate Governance through professionalism,
 accountability, transparency, trusteeship and control have always been
 followed by your Company and it has complied with all the applicable
 provisions of Corporate Governance as per clause 49 of the Listing
 Agreements with the Stock Exchanges.
 
 A separate Report on Corporate Governance as prescribed by the Listing
 Agreements forms part of the Annual Report 2013-14 along with the
 Auditor''s Certificate on its Compliance in Annexure A.
 
 DIRECTORS
 
 Mr. R. K. Agarwal, Director, retires by rotation at the ensuing Annual
 General Meeting and being eligible offers himself for re-appointment.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to the requirement of Section 217(2AA) of the Companies Act,
 1956 the Directors state as follows:-
 
 i) That in the preparation of the Annual Accounts for the Financial
 year ended 31 st March, 2014 the applicable accounting standards had
 been followed along with proper explanation relating to material
 departures;
 
 ii) That the Directors had selected such accounting policies and
 applied them consistently and made judgments and estimates that were
 reasonable and prudent so as to give a true and fair view of the state
 of affairs of your company at the end of the financial year and of the
 profit or loss of your company for that period;
 
 iii) That the Directors had taken proper and sufficient care to the
 best of their knowledge and ability for the maintenance of adequate
 accounting records in accordance with the provisions of the Companies
 Act, 1956. They confirm that there are adequate systems and controls
 for safeguarding the assets of your company and for preventing and
 detecting fraud and other irregularities;
 
 iv) That the Directors had prepared the Annual Accounts for the
 financial year ended 31st March, 2014 on a going concern basis.
 
 AUDITORS
 
 M/s L. B. Jha & Co., Calcutta, Chartered Accountants, Auditors of the
 Company, hold office till the conclusion of this Annual General
 Meeting. They have expressed their willingness to continue as the
 Statutory Auditors of the Company, if so reappointed and have furnished
 to the Company the requisite certificate to the effect that their
 re-appointment if effected would be within the limits prescribed under
 section 224(1B) of the Companies Act, 1956. Accordingly, approval of
 the Shareholders will be sought at the ensuing Annual General Meeting
 of the Company to the re-appointment of and remuneration payable to M/s
 L. B. Jha & Co., Calcutta, Chartered Accountants, as Statutory Auditors
 to hold office from the conclusion of this Annual General Meeting till
 the conclusion of next Annual General Meeting.
 
 COMMENTS ON AUDITORS OBSERVATIONS
 
 As regards the observations made by the Statutory Auditor''s in their
 Report your directors are of the opinion that :
 
 i) Necessary adjustments in respect of recovery of Cash in hand of Rs
 46,174 shall be made in the accounts on the outcome of litigation.
 
 ii) No provision are required to be made in respect of Advances
 amounting of Rs 389,179 and Security Deposit of Rs12,000 as the same
 are considered to be good and hence recoverable.
 
 PUBLIC DEPOSIT
 
 The provisions of Section 58A of the Companies Act, 1956 and the rules
 framed thereunder in respect of acceptance of deposits are not
 applicable to your Company.
 
 PARTICULARS OF EMPLOYEES
 
 Disclosures in terms of sub-section (2A) of section 217 of the
 Companies Act, 1956 read with the Companies (Particulars of Employees)
 Rules, 1975 are not applicable to your Company.
 
 INFORMATION AS TO CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
 FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 The provisions of Section 217(1)(e) of the Companies Act, 1956 read
 with the Companies (Disclosure of Particulars in the Report of Board of
 Directors) Rules, 1988 in respect of Conservation of Energy, Technology
 Absorption & Foreign Exchange Earnings and Outgo are not applicable
 during the year under review.
 
 CODE OF CONDUCT
 
 Your Company has formulated Code of Conduct which applies to Board
 Members and Senior Management Personnel of the Company.  Confirmations
 towards adherence to the Code during the Financial year 2013-14 have
 been obtained from all the Board members and Senior Management
 Personnel in terms of the requirements of Clause 49 of the Listing
 Agreement and a declaration relating to compliance of this Code during
 the year under review by all Board members and Senior Management
 Personnel has been given by the Director of the Company which
 accompanies this report.
 
 ACKNOWLEDGEMENT
 
 Your Directors would like to thank shareholders, bankers and all other
 business associates for the continuous support given by them to the
 Company and their confidence in its management.
 
                                          For and on behalf of the Board
                                                           V. N. Agarwal
 Place : Kolkata                                        K. K. Ganeriwala
 Date :29th May, 2014                                          Directors
Source : Dion Global Solutions Limited
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