GCV Services Limited
(FORMERLY GUJARAT CAPITAL VENTURES LIMITED)
ANNUAL REPORT 2010-2011
To the Members,
Your Directors have pleasure in presenting the 17th Annual Report of your
Company together with the Audited Statements of Accounts for the year ended
March 31, 2011.
(Rs. in Lacs)
Year Ended Year Ended
Financial Results 31.03.2011 31.03.2010
Income 51.13 10.62
Profit before Tax 31.00 (0.50)
Less: Provision for Taxation 9.56 -
Profit after Tax 21.44 (0.50)
Add : Profit brought forward from Previous Year (12.94) (12.44)
Balance carried forward 8.50 (12.94)
Due to inadequate profits in the current year and accumulated losses, the
Board has not recommended any dividend for the Financial Year 2010-2011.
The Company ventured into the service industry of Hotel Management,
Hospitality & Housekeeping. The Management is optimistic that the new
business will prove to be fruitful for the Company.
CHANGE IN NAME OF THE COMPANY
In order to reflect the new business of the Company, the name of your
Company was changed from Gujarat Capital Venture Limited to GCV Services
SUB-DIVISION OF SHARE CAPITAL
To increase the liquidity of the shareholders of your Company, the Share
Capital of the Company was subdivided in the ratio of 2:1 i.e. every
shareholder holding 1 fully paid up Equity Share of the Face Value of Rs.
10/- each was issued 2 fully paid up Equity Shares of the Face Value of Rs.
The Share Capital of the Company was further subdivided in the ratio of 5:1
i.e. every shareholder holding 1 fully paid up Equity Share of the Face
Value of Rs. 5/- each was issued 5 fully paid up Equity Shares of the Face
Value of Rs. 1/- each the Record Date of the said Stock Split being August
CHANGE IN THE REGISTRAR AND SHARE TRANSFER AGENT
The Company has changed its Registrar and Share Transfer Agent from M/s MCS
Limited to Cameo Corporate Services Limited in the year under review. The
details of the new Registrar and Share Transfer Agent of the Company i.e.,
Cameo Corporate Services Limited is provided in the Report of Corporate
Governance attached to this Annual Report.
PERFORMANCE & CURRENT YEAR PROSPECTS Change in Name and Objects of the
As the Company was incurring losses, your Management decided to revive the
Company by diversifying into Hotel Management, Hospitality and Housekeeping
Industry. The Members of the Company on October 12, 2010 approved the new
business of the Company and your Company moved into Housekeeping and
To reflect the new business of the Company, the name of the Company was
also changed to GCV Services Limited w.e.f. October 30, 2010.
RISK & CONCERNS
Risk is inherent part of the Company's business. Effective Risk Management
is critical to any industry. In view of this, aligning Risk Management to
Company's organizational structure and business strategy has become
integral to the business of the company. The Company's goal in risk
management is to understand, measure and monitor the various risks that
arise, and to evolve appropriate policies and procedures to mitigate these
As your Company has entered into a new market segment, it runs the risk of
facing stiff competition from established players in the market. Also,
Hotel Management and Hospitality being a labour intensive industry, hiring
and retaining skilled manpower is a challenge in itself.
The Company manages and reviews the risk management system, policy and
strategy from time to time. The Board identifies, assesses and monitors all
principal risks. The ever changing business environment necessitates
continuous monitoring, evaluation & management of significant risks faced
by the organization. Your Company periodically reviews the risk assessment
and minimization procedures and steps taken by it to mitigate these risks.
INTERNAL CONTROL SYSTEMS AND ADEQUACY
In the opinion of the management, the internal control systems are adequate
and provide, among other things, reasonable assurance of recording
transactions of operations in all material respects and of providing
protection against significant misuse or loss of Company assets. Employees
conduct internal audits to assess the adequacy of the internal control
procedures and processes of the Company. The accounts of the Company are
reviewed by the Audit Committee of the Board. Policy and process
corrections are undertaken based on input from these auditors.
MATERIAL DEVELOPMENT IN HUMAN RESOURCES
The relation of the Company with its employees continued to be harmonious
during the year under review. Sustained success for an organization
presupposes an unwavering concentration on leadership development and
strengthening the talent pipeline at all levels. Learning and development
initiatives are directed towards enhancing the effectiveness of employees
and we believe in building human capabilities by exposing our people to a
wide variety of business complexities and providing them with greater
empowerment and responsibility at all levels. Our philosophy was redefined
towards making it more performance oriented and business driven, at the
same time, acknowledging an employee's commitment to growth. We believe
that a culture of appreciating all big and small achievements is crucial to
develop a motivated, contributing workforce.
Though the Company was not having any subsidiary in the year under review,
the Company has incorporated a Wholly Owned Subsidiary in the name and
style of GCV Services FZE, in Hamriyah Free Trade Zone, UAE in the current
During the year under review, your Company has not accepted any deposits
from the public within the meaning of Section 58A of the Companies Act 1956
and the rules there under.
In accordance with the provisions of the Companies Act, 1956 and pursuant
to the provisions of Articles of Association of your Company, Mr. Naresh
Jain and Mr. Sandeep Shah, Directors, are liable to retire by rotation and
being eligible, offers themselves for re-appointment in the forthcoming
Annual General Meeting.
Further, none of the Directors of your Company are disqualified under
Section 274(1)( g) of the Companies Act 1956.
Your Company believes in transparency and has always maintained a very high
level of Corporate Governance. As required by Clause 49 of the Listing
Agreement, a detailed Report on Corporate Governance is given as an
Annexure to this Report. The Company is in full compliance with the
requirements and disclosures that have to be made in this regard. The
Certificate from the Auditor of the company confirming compliance of the
Corporate Governance requirements is attached to the Report on Corporate
The Company's auditors, M/s. Subhash Shah & Co, Chartered Accountants,
Vadodara, retire at the ensuing Annual General Meeting and being eligible
offer themselves for re-appointment.
COMMENTS ON AUDITOR'S REPORT:
The notes referred to in the Auditor's Report are self explanatory and as
such they do not call for any further explanation as required under section
217(3) of the Companies Act, 1956.
PARTICULARS OF EMPLOYEES
People are the backbone of our operations. It is a matter of great
satisfaction for your Company that our employees have been very supportive
of your Company's plan. By far the employee's relations have been cordial
throughout the year.
There is no information as required pursuant to the provisions of section
217(2A) of the Companies Act, 1956 read with the Companies (Particular of
Employees) Amendments Rules, 1988 to be reported.
PARTICULARS UNDER SECTION 217(1)(E) OF THE COMPANIES ACT, 1956
Further, pursuant to 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, there is no material information
regarding conservation of energy, technology absorption, foreign exchange
earnings and out go concerning your Company to be reported. Your Company
has taken the necessary steps to conserve energy, absorb upgraded
technology where ever necessary. Your Company has not earned or used
foreign exchange earnings/outgoings during the year under review.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the
Directors confirm that:
1. In the preparation of the annual accounts, for the year ended March 31
2011, all the applicable accounting standards prescribed by the Institute
of Chartered Accountants of India have been followed.
2. The Directors had adopted 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 your
Company at the end of the financial year and of the loss of the Company for
3. The Directors had taken proper and sufficient care for the maintenance
of adequate accounting records in accordance with the provisions of this
Act for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities.
4. The Directors had prepared the annual accounts on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
Disclosure under section 217(1)(e) of the Companies Act, 1956, read with
the Companies (Disclosure of particulars in the report of the Board of
Directors) Rules, 1988 are as follows:
(a) CONSERVATION OF ENERGY:
Since the Company is into Service Industry of Hospitality, Hotel Management
and House Keeping Industry, there is no question of energy conservation.
(b) TECHNOLOGY ABSORPTION:
No Technology has been developed or imported by way of foreign
(c) FOREIGN EXCHANGE EARNINGS AND OUTGO:
During the year under review, the Company has not incurred any expenditure
in foreign currency nor has earned any Foreign exchange income.
The Board of Directors wishes to convey their appreciation to all your
Company's employees for their performance and continued support. The
Directors would also like to thank all the Shareholders, Consultants,
Customers, Vendors, Bankers, Service Providers and Government and Statutory
Authorities for their continued support.
Place: Vadodara By order of the Board
Date : September 2, 2011 For GCV Services Limited
(Formerly Gujarat Capital Ventures Limited)
102A, 1st Floor, Panorama
R.C. Dutt Road,
Mumbai- 390 007. Prakash Dhebar Sandip Shah
Gujarat, India Director Director