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Spectacle Ventures Ltd.

BSE: 512413 | NSE: SPECTACLE | Series: NA | ISIN: INE409H01028 | SECTOR: Finance - Investments

BSE Live

Dec 19, 16:00
0.76 0.00 (0.00%)
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Spectacle Ventures is not traded on BSE in the last 30 days

NSE Live

Mar 22, 15:31
1.40 0.00 (0.00%)
Volume
No Data Available
1
  • Prev. Close

    1.40

  • Open Price

    1.40

  • Bid Price (Qty.)

    0.00 (0)

  • Offer Price (Qty.)

    0.00 (0)

Spectacle Ventures is not traded on NSE in the last 30 days

Annual Report

For Year :
2015 2014 2013 2012 2011 2010 2009 2008 2006

Director’s Report

Dear Members, The Directors have pleasure in presenting the 30th Annual Report on the business and operations of your Company with Audited Accounts for the year ended 31st March 2015. The financial results of the Company are summarized below: OPERATIONS: During the year under review, the Company has not carried out any business activity. However, The Company is also negotiating directly with various companies to get off-shore contracts. DIVIDEND: Your Directors do not recommend payment of any dividend during financial the year. MANAGEMENT DISCUSSION AND ANALYSIS AND CORPORATE GOVERNANCE; As required under Clause 49 of the Listing Agreement, Reports on Management Discussion and Analysis and Corporate Governance together with the Certificate of Auditors on Corporate Governance are provided separately in the Annual Report and forms part of Directors'' Report. DIRECTORS: In accordance with the provisions of the Companies Act, 2013, Mrs. Mumtaz Fazal Shaikh (DIN 02991865), Director retires by rotation and being eligible offers herself for reappointment. The Company has received declaration 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 Exchange. DIRECTORS'' RESPONSIBILITY STATEMENT: Pursuant to the requirement under Section 134 (3) (c) of the Companies Act, 2013 with respect to Directors'' Responsibilities Statement, it is hereby confirmed: (i) That in the preparation of the annual accounts for the financial year ended 31st March, 2015, the applicable accounting standards have been followed along with proper explanation relating to material departures; (ii) That the Directors have 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 or loss of the Company for that period; (iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and That the Directors have prepared the accounts for the financial year ended 31st March, 2015 on a ''going concern'' basis. (iv) That 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. (v) that the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively FIXED DEPOSIT: The Company has not invited or accepted any deposits during the financial year. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: The Company has not given any loans or guarantees covered under the provisions of section 186 of the Companies Act, 2013. NUMBER OF MEETINGS OF THE BOARD: The Board met 4 (Four) times during the financial year and the intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013. The dates on which the meetings were held are given in the Corporate Governance Report. VIGIL MECHANISM: In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at www.specinfotek.com RISK MANAGEMENT POLICY: The Company has been addressing various risks impacting the Company and the policy of the Company on risk management is provided elsewhere in this Annual Report in Management Discussion and Analysis. BOARD EVALUATION: Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Appointment & Remuneration Committees. REMUNERATION POLICY: The Board has, on the recommendation of the Nomination & Remuneration committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report. SIGNIFICANT AND MATERIAL ORDERS: There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company''s operations in future. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF REPORT: There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of the report. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY: The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is defined in the Internal Audit Manual. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board and to the Chairman & Managing Director. The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal audit function, process owners undertake corrective action in their respective areas and thereby strengthen the controls. continuous years i.e., till the conclusion of 35th Annual General Meeting of the Company to be held in the year 2020. M/s. P.D. Saraf & Co., has informed the Company that their appointment if made would be within the limits prescribed under section 141 of the Companies Act, 2013. M/s. P.D. Saraf & Co. has also confirmed that they have subjected themselves to the peer review process of Institute of Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review Board of the ICAI. COMMENTS ON AUDITOR''S REPORT: As regards qualification in auditors report regarding Debtors and advances being realizable, management is in touch with debtors and is of the view that the same are realizable. As regards Points of the annexure to the Auditors report, The Company has incurred cash losses during the year mainly due to lower volumes, prevailing uncertain economic environment and liquidity shortage, lower absorption of fixed overheads etc. There were also cash losses in the preceding financial year due to the said conditions and in coming time, the revenues and profitability of the Company are expected to improve. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO: During the year under review there are no operations which require to be disclosed under this head as per the provisions of the Companies Act, 2013. ACKNOWLEDGEMENT: An acknowledgement to all with whose help, cooperation and hard work the Company is able to achieve the results. Place: Mumbai For and behalf of the Board of Directors Dated: 29th May, 2015 Sd/- Sd/- Shaikh Fazal Mehmood Pankaj Patel Managing Director Director

Director’s Report