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DJS Stock & Shares Ltd.

BSE: 511636 Sector: Financials
NSE: N.A. ISIN Code: INE234E01027
BSE LIVE 11:13 | 20 Jun Stock Is Not Traded.
NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 1.07
PREVIOUS CLOSE 1.02
VOLUME 1650
52-Week high 1.07
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.97
Sell Qty 10000.00
OPEN 1.07
CLOSE 1.02
VOLUME 1650
52-Week high 1.07
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.97
Sell Qty 10000.00

DJS Stock & Shares Ltd. (DJSSTOCK) - Director Report

Company director report

DJS STOCK AND SHARES LIMITED ANNUAL REPORT 2011-2012 DIRECTOR'S REPORT Dear Members, Your Directors take pleasure in presenting the 18th Annual Report on the business and operations of the company together with the Audited Balance Sheet and Profit And Loss Account for the financial year ended March 31, 2012. FINANCIAL REPORT: The financial performance of your company for the year ended March 31, 2012 is summarized below: PARTICULARS YEAR ENDED 2012 YEAR ENDED 2011 (Rs. in lacs) (Rs. in lacs) Total Income 35.66 84.16 Total Expenditure 34.45 34.17 PBIDT 1.21 49.99 Depreciation 3.95 10.58 Provision for Taxes - 0.95 Provision for Deferred Tax (0.94) (10.27) Net Profit/(Loss) (1.80) 48.73 OVERALL PERFORMANCE: The Company's total income during the year was Rs. 35.66 lacs as compared to that of last year which was Rs. 84.16 Lacs. As indicated in the table above, the company has under performed in the current year as compared to previous year as the market conditions and the present economic scenario of the country as well as the global market conditions did not support the Company's business which is stock broking and is mainly related to the capital market which is not performing well. However the company managed to maintain its expenditure to its minimum level and there is only a marginal increase as compared to previous year. Due to poor market conditions, the Company has incurred a net loss of Rs.1.80 Lacs as compared to the profits of Rs. 48.73 Lacs. OUTLOOK: The environment is challenging but your company is hopeful that with the improving market condition the management of the company shall be able to overcome the situation and post better results. DIVIDEND: Due to requirement of funds for the current working of the Company, your directors express their inability to recommend any dividend on equity share capital for the year under review. CHANGE IN DIRECTORS: During the year under review, Mr. Manoj Kumar More, Mr. Nawal Bansal, Mr. Om Prakash Kishanlal Bohra, Mr. Devendra Kumar Sharma, Mr. Avinash Kumar, Mr. Sunil Sharma, Mr. Kalpesh Ramchandra Madhavi & Mr. Pratik Sudhir Bhatt who were earlier appointed as additional directors were appointed as regular directors on the board w.e.f. September 27, 2011. As Mr. Pratik Sudhir Bhatt was appointed as Managing Director on the Board w.e.f December 10, 2012 by the Board, his appointment was required to be approved in the meeting of shareholders held on September 27, 2011. However as the resolution could not be proposed in the last annual general meeting (AGM) due to some technical reasons, he ceased to be the Managing Director of the company and had to vacate his office on September 27, 2011. He was re- appointed as the managing director on the board w.e.f. October 03, 2011 and now the Board proposes to approve his appointment as a Managing Director in the ensuing AGM. Apart from the above, Mr. Nawal Bansal one of the non-executive and independent directors ceased to be associated with the company, due to his resignation w.e.f. April 24, 2012. AUDITOR'S REPORT: Auditors report is self explanatory, and the auditor has not marked any qualification in the report. Hence it does not call for any further comments. APPOINTMENT OF AUDITORS: The Auditors M/s. P. Mahendran, Chartered Accountants who were appointed as the Auditors of the company at the last AGM of the company, retire at the conclusion of the ensuing AGM and have given a declaration to the effect that their reappointment in the company shall be within the limits of section 224 of the Companies Act, 1956. Shareholders are requested to consider the re-appointment of the auditors from the conclusion of the ensuing AGM till the conclusion of the next AGM. AUDIT COMMITTEE: The Company has a duly constituted audit committee in place and a detailed note on its powers and functioning are covered under the report on Corporate Governance stipulated under clause 49 of the Listing Agreement and forming part of this report. CAPITAL EXPENDITURE: At the end of this financial year 2011-12, the net tangible assets stood at Rs. 13.38 Lacs. During the year under review, fixed assets were brought into the Company and appropriate depreciation is being charged at the end of the year. SUBSIDIARY COMPANIES: The Company does not have any subsidiary company within the meaning of section 4 of the Companies Act, 1956. Thus the Company is not required to furnish a statement pursuant to the provisions of Section 212 of the Companies Act, 1956. CONSOLIDATED FINANCIAL STATEMENTS: The company does not have any subsidiary Company within the meaning of section 4 of the Act. Thus the provisions in respect of submission of consolidated financial results are not applicable to the Company. DEPOSITS: The Company has neither invited nor taken any deposits in terms of the provisions of Section 58A of the Companies Act, 1956 and the rules made there under. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING & OUTGO: As the Company's main business is related stock broking and investment in securities, the provisions regarding conservation of energy and technology absorption are not applicable to the company. There were no foreign exchange earnings and outgo in the Company during the said financial year. INDUSTRIAL RELATIONS: The Company was successful in maintaining cordial industrial relations throughout the year. Your directors place their sincere appreciation for services rendered by the staff of the company. PARTICULARS OF EMPLOYEES: As there are no employees employed by the company falling within Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 hence relevant disclosures are not required. DIRECTORS RESPONSIBILITY STATEMENT: Pursuant to section 217(2AA) of the Companies Act, 1956, the Directors based on the representations received from the Operating Management, confirm that, to the best of their knowledge: (1) In the preparation of the annual accounts for the financial year 2011- 12, the applicable accounting standards has been followed along with proper explanations relating to the material departures. (2) They have selected the accounting policies in consultation with the statutory auditors and have applied them consistently and made judgments & estimates that are reasonable & prudent so as to give a true & fair view of the state of affairs of the company and the profit & loss of the company for the period ended March 31, 2012. (3) They 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 Act, for safeguarding the assets of the company and for preventing & detecting fraud & other irregularities; (4) They had prepared the annual accounts on a 'going concern' basis. CORPORATE GOVERNANCE: Your Company is committed to global best practices. A report on corporate Governance as stipulated under Clause 49 of the Listing Agreement with the Stock Exchange form a part of the Annual Report. A certificate from the statutory auditor of the company, regarding compliances with Corporate Governance norms as stipulated in Clause 49 of the Listing Agreement is annexed to the Report on Corporate Governance. The Company has in place a Code of Conduct for its Board members and senior management team, who have affirmed compliance thereto. CORPORATE SOCIAL RESPONSIBILITY: Your Company has at a unified and centralized level, put in place a Corporate Social Responsibility (CSR) policy which is based on a belief that a business cannot succeed in a society that fails and therefore it is imperative for business houses, to invest in the future by taking part in social-building activities. INTERNAL CONTROL: The Company has in place appropriate internal control systems, commensurate with its size and nature of operations. MANAGEMENT DISCUSSION AND ANALYSIS: Management discussion and analysis report as required under Clause 49(IV)(F) of the Listing Agreement is disclosed separately in this report. DISCLOSURE OF MATERIAL CHANGES SINCE THE DATE OF BALANCE SHEET: The Board of Directors in their meeting held on April 24, 2012 approved the resignation of Mr. Nawal Bansal from the Board of the Company. The Board of Directors have also approved and applied for the membership of BSE SME Exchange after discussing the matter in their meeting dated July 19, 2012. ACKNOWLEDGMENT: The Directors acknowledge with gratitude the co-operation from the investors, customers, business associates, regulatory authorities and employees during the year under review. By order of the Board For DJS SHARES AND STOCK LIMITED Sd/- Sd/- Director Director Date : 4th September, 2012 Place: Mumbai. MANAGEMENT DISCUSSION AND ANALYSIS Industry Structure and Development: DJS Stocks and Shares Limited is mainly a stock broking company which carries on stock broking operations through an extensive network and suitable manpower and trades in shares, both quoted and unquoted. The industry structure, relevant to the Company's operations, is mainly concerned with the capital market. Economy Overview: The world experienced a deepest global downturn in the recent past. The Indian economy, basically the capital market experienced high volatility. Apart from the securities market, the Indian rupee continuously depreciated in terms of its value as compared to dollar and to save it, RBI had to frame several new policies and several cuts in the interest rate were witnessed by the economy. Due to the above factors, the stock market was not very active during the year owing to which the Company could not generate very high business during the year as a result of which the results posted were very low as compared to last year. Industry Overview: It is heartening to note that barring a few industries, the global meltdown had significant bearing on most of the business sector in India. Further to this recovery has helped in improving economic fundamental and sustained policy support. Risk appetite has returned, Equity market has improved and capital market is reviving. Review of operations: During the year the total income of the Company is Rs 35.65 lacs as compared to Rs.84.15 lacs in the previous year. As a result the Company has incurred a net loss of Rs. 1.80 Lac as compared to a net profit of Rs. 48.72 lacs. However the income from operations has increased to Rs. 23.42 lacs as compared to that of Rs. 7.89 lacs in the previous year. Thus, evidencing that the downfall in the revenue is due to loss of other temporary income. The new management has been able to improve upon the operating revenue of the Company and are working upon various aspects of client operations and policies formulation in order to further increase the Company's cliental operations. Outlook: A significant portion of the company's income arises from stock broking operations, which are largely dependent on the conditions of the stock market. The stock market activity depends largely upon economic growth momentum and a combination of several factors like low inflation, growing domestic saving, surging portfolio investments into India, etc. The unusual development in the global economy indicates heightened uncertainties and new challenges for the emerging market economies like India. However, several policy measures introduced by the Government to reduce the growing rate of inflation, consistently increasing saving and investment rate and achieve expected moderate GDP growth rate compared to other competing emerging markets and healthy corporate earnings which has the potential to attract strong foreign capital flows in the Indian capital market. The management is of the view that the company will be able to reasonably perform in the context of the given economic environment by continuing its efforts to reach client segments with its service capability. Opportunities and threats: With the significant initiatives taking place to reform the financial sector and improve the GDP growth rate of the Country, it is expected that there would be growth in the business opportunities for our Company. Risk & Concerns: The Company's performance is closely linked to the Indian Capital Market and consequently to the risks associated with market operations. The performance of the Company may be affected by factors affecting Capital market such as price and volume volatility, interest rates, currency exchange rates, foreign investment, Government policy changes, political and economic developments and economic performance abroad. Internal Control System: The company has adequate system of internal control to ensure accuracy of accounting record, compliance with all laws & regulations and compliance with all rules, procedures & guidelines prescribed by the management. The Audit committee of the board reviews the scope of internal audit on a regular basis. Cautionary Note: The report describing the Company's activities, projections about future estimates, assumptions with regard to global economic conditions, government policies, etc. may contain 'forward looking statements' based on the information available with the Company. Forward looking statements are based on certain assumptions and expectations of the future events. These statements are subject to certain risks and uncertainties. The Company cannot guarantee that these assumptions and expectations are accurate or will be realized. The actual results may be different from those expressed or implied since Company's operations are affected by the many external and internal factors, which are beyond the control of the management. Hence the Company assumes no responsibility in respect of forward -looking statements that may be amended or modified in future on the basis of subsequent developments, information or events. By order of the Board For DJS Stock and Shares Limited Sd/- Date : 4th September, 2012 Pratik S. Bhatt Place: Mumbai Managing Director