The Directors here by present the 33rd Annual Report on business and
operations of the Company together with the Audited statements of
Accounts for the financial year ended on 31st March 2014.
REVIEW OF OPERATIONS:
During the year under review due to sluggish market condition and
financial crisis company faces huge set back. So company not in
position to generate any revenue from the operation but due to some
fixed cost company posted Net Loss of Rs.161667. The management has
taken measures as part of its continuous improvements to strengthen
operations and viability.
Your Directors have not declared any dividend during the year under
review due to loss incurred.
The Company has not accepted any deposit from the public pursuant to
the provisions of Section 58A of the Companies Act, 1956.
Mr. Anand Bhatt Director of the Company is retires by rotation at the
ensuing Annual General Meeting and being eligible, offer himself for
MR. NAYANKUMAR JANI and MR. NILANG VAIDYA were appointed as additional
directors of the Company with effect from 07.10.2013 and 25.07.2014 and
hereby appointed as an Independent Director of the Company for a period
of five years from the conclusion 33rd AGM to the conclusion of 38th
MR. ANIL MISTRY, Mr. HARSHAD TAWADE, Mr. BHAVESHBHAI TRIVEDI and MR
ANKIT SAVLA were ceased as a Director of the Company with effect from
07.10.2013, 08.10.2013, 25.07.2014 and 12.08.2013 respectively due to
resignation. The management appreciated the services given by him
during the tenure of the office as a Director.
AUDITORS AND AUDITORS'' REPORT:
M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors
of the Company, hold office until the conclusion of the ensuing Annual
General Meeting and are eligible for reappointment.
The observations made by the Auditors'' in their Auditors'' Report and
the Notes on Accounts referred to in the Auditors'' Report are
self-explanatory and do not call for any further comments.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis forms part of the Annual Report to
the shareholders and it includes discussion on matters as required
under the provisions of Clause 49 of the listing agreement forming part
of this report is annexed herewith. The Audit Committee of the Company
has regularly reviewed internal Control System of the company.
CORPORATE GOVERNANCE REPORT:
Your Company has complied with the requirements of Clause 49 of the
Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the
Listing Agreement with the Stock Exchanges, Report on Corporate
Governance along with the Auditors'' Certificate on its compliance is
annexed separately to this Annual Report.
PARTICULARS OF EMPLOYEES:
The statement showing particulars of employees under section 217(2A) of
the Companies Act, 1956, read with the companies (Particulars of
Employees) Rules, 1975, as amended, is not required to be given as
there were no employees coming within the purview of this section.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The details of conservation of energy, technology absorption etc. as
required to be given under Section 217(1)(e) of the Companies Act 1956,
are not applicable to our Company, as our Company in not engage in
The foreign exchange earning on account of the operation of the Company
during the year was Rs. Nil.
DIRECTORS'' RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 217(2AA) of the Companies Act,
1956, the Directors of your Company confirm that:
i) in the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to
ii) the Directors have 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 the Company at the end of the financial year and of the profit or
loss of the Company for that period;
iii) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
iv) Directors have prepared the accounts on a going concern basis.
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the Banks, Government
Authorities, Customers, and Shareholders during the year. Your
directors also wish to take on record their deep sense of appreciation
for the committed services of the employees at all levels, which has
made our Company successful in the business.
For and on Behalf of the Board
For, SIMPLEX TRADING AND AGENCIES LIMITED
DATE: 25.08.2014 (ANAND BHATT)