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Bhagyodaya Infrastructure Development Ltd.

BSE: 501233 Sector: Infrastructure
NSE: N.A. ISIN Code: INE876D01019
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Bhagyodaya Infrastructure Development Ltd. (BHAGYODAYAINFRA) - Director Report

Company director report

DIRECTORS' REPORT

Dear Shareholders

Your Directors have the pleasure in presenting the Annual Report of your Company forthe financial year ended 31st March 2014.

FINANCIAL HIGHLIGHTS

Current Year 2013-14 Previous Year 2012-13
(Rs.) (Rs.)
Income 8360227 71211135
Expenditure 32696190 75224318
Profit/(Loss) Before Tax (24335964) (4013183)
Less: Provision for Taxation - -
Less: Deferred Tax (7321949) (1138999)
Profit/(Loss) After Tax (17014015) (2874184)
Balance as per previous year 8546080 11420264
Balance carried to the Balance Sheet (8467935) 8546080

OPERATIONS

During the year ended 31st March 2014 the income decreased to Rs. 8360227/- ascompared to Rs. 71211135/- for the previous year in view of suspension of operationsdue to regulatory requirements. The Company has incurred net loss for the year Rs.17014015/- as compared to net loss of Rs. 2874184/- in the previous year.

Your Company has all the projects in Mumbai and in view of delay in approvals the yearin retrospect was subdued which impacted the business as also new projects showed a markeddelay in launching.

DIVIDEND

In view of loss for the year your directors do not recommend any dividend for the yearended 31st March 2014.

Due to the aforesaid facts the Company has also requested to preference shareholdersfor waiver of dividend for the financial year under review which were duly approved bythem.

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis Report is attached herewith as Annexure I andforms part of this report inter alia adequately deals with the operation and current andfuture outlook of the Company.

CORPORATE GOVERNANCE

Your company has been practicing the principle of good corporate governance. It hasevolved over the years in your Company not just for the regulatory requirements but onaccount of sound management practices and for enhancing customer satisfaction.

As required under clause 49 of the Listing Agreement with the Stock Exchange theReport on Corporate Governance regarding compliance of the code of Corporate Governancealong with a certificate from Practicing Company Secretaries is attached herewith as AnnexureII and form part of this report.

PARTICULARS OF EMPLOYEES

The information required under Section 217 (2A) of the Companies Act 1956 read withthe Companies (Particulars of Employees) Rules 1975 is not applicable.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

Your Company is not covered by the schedule of industries which are required to furnishthe information required in Form A pursuant to Section 217(1)(e) read with Rule 2 of theCompanies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988. TheCompany has not imported any technology or carried out any business of export or importand therefore the disclosure requirement against technology absorption are not applicable.The details of Foreign Exchange outgo are as under :-

Value of imports of Capital Goods on c.i.f. basis for the year under review is Rs. Nil( Previous year Rs. Nil).

DIRECTORS

Shri Naman Shah and Shri Sanjiv Bansal Directors of the Company who retires byrotation at the Annual General Meeting of the Company and being eligible offers himselffor re-appointment.

DIRECTOR RESPOSIBILITY STATEMENT

Pursuant to the requirements of Section 217(2AA) of the Companies Act 1956 yourDirectors confirm the following;

• that in the preparation of the annual accounts the applicable accountingstandards have been followed;

• that the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company as at 31stMarch 2013 and of the profits of the Company for that year;

• that the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 1956for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.

• that the annual accounts have been prepared on a going concern basis.

AUDITORS

M/s. Sharp and Tannan Chartered Accountants Statutory Auditors of the Company retireat the ensuing Annual General Meeting of the Company and being eligible offers themselvesfor reappointment. The Company has received the letter under Section 224 (1B) of theCompanies Act 1956 stating that if appointed their appointment will be within theprescribed limits. Your Directors recommend their appointment.

AUDITORS REPORT

The observations if any made in the Auditors’ Report read with the relevantnotes as given in Notes on Accounts are self-explanatory and therefore do not call forany further comments under Section 217(3) of the Companies Act 1956.

DEPOSITS

The Company has not accepted any deposit as covered under Section 58A of the CompaniesAct 1956 read with the Companies ( Acceptances of Deposits ) Rules 1975 during the yearunder review.

ACKNOWLEDGEMENTS

Your Directors take the opportunity to express deep sense of gratitude to the Centraland State Government Bankers Customers and Shareholders.

For and on behalf of the Board of Directors
Place: Mumbai
Date : 27th May 2014 Director Director

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