Your Directors have pleasure in presenting the 19th Annual Report of your Companytogether with theAudited Statements ofAccounts for the year ended March 31 2014.
(` in Lac)
|Financial Results ||Year Ended 31.03.2014 ||Year Ended 31.03.2013 |
|Sales & Other Income ||2487.09 ||1515.58 |
|Profit before Tax & Extraordinary Items ||233.26 ||155.63 |
|Less : Provision for Taxation ||72.08 ||50.49 |
|Profit after Tax ||161.19 ||105.13 |
|Add: Profit/(Loss) brought forward from Previous Year ||93.91 ||(11.12) |
|Balance of Profit / (Loss) carried forward to Next Year ||255.10 ||93.91 |
OVERVIEW OF ECONOMY
India's economic growth remained below 5 percent mark second year in a row at 4.7percent in 2013-14 but the industry is hopeful of a rebound with a new stable governmentwho is expected to be considered pro-business.
India's fourth quarter growth stood at 4.6 percent. Decline in manufacturing and miningoutput eclipsed the overall growth during the entire fiscal. The country's economy orgross domestic product (GDP) had expanded at 4.5 percent in 2012-13 the slowest pace inthe previous decade.
Subdued prices of vegetables cereals and dairy products pushed down retail inflationto a three-month low of 8.28 percent in May. Retail inflation measured on consumer priceindex (CPI) was 8.59 percent inApril.
In February 2014 retail inflation was at 8.03 percent followed by consecutive rise inMarch (8.31 percent) and inApril it was 9.66 percent as per the data released bygovernment.
OVERALL PERFORMANCE & OUTLOOK
Directors are pleased to inform that in spite of difficult times your Company basedon its intrinsic strength has performed well during the year. Gross income fromoperations increased from ` 1515.58 Lac to ` 2487.09 Lac i.e. jump of around 64% incomparison to the revenue of previous year whereas Net Profit stood at `161.19 Lacin comparison to last years' amount of ` 105.13 Lac the increase of above 50% in term ofNet Profit for the year.
The Company is into the Business of providing financial assistance part of treasuryoperations business to Corporate Houses and HNIs as well as investing its surplus fund inEquity Market. The Company is also into the business of Infra-project which has done wellduring the financial year under review.
The Outlook for Financial Year 2014-2015 looks good and the Company is planning toenter in to Infra Projects in a big way. The Company has to make Infra Projects as CoreBusiness of the Company
In view to conserve resources and looking to the huge fund requirements inInfra-Projects business your Directors do not recommend any Dividend for the year underreview.
The Company does not have any subsidiary Company.
MANAGEMENT DISCUSSION & ANALYSIS
As required by Clause 49 of ListingAgreement the Management Discussion andAnalysis isannexed and forms part of the Directors' Report.
There is no Change in Management of the Company during the year under review.
During the year Mr. Jagdish Chander Sharma and Mr. S. K. Rao have been resigned fromthe Board due to their personal commitments. Your Directors wish to place on record theirappreciation for the guidance and inputs provided by both Mr. Jagdish Chander Sharma andMr. S. K. Rao during their tenure as Directors of your Company. Further your Board hasappointed Mr. Aallan Paul and Mr. Swaminathan S. asAdditional Independent Directors ofthe Company to fulfill the vacancy caused due to the resignation of Mr. S. K. Rao and tobroad base the board respectively.
Further none of the Directors of the Company are disqualified under sub-section (2) ofSection 164 of the CompaniesAct 2013.
As per provisions of Section 149 of the 2013Act independent directors shall holdoffice for a term up to five consecutive years on the board of a company but shall beeligible for re-appointment for another term up to five years on passing of a specialresolution by the company and disclosure of such appointment in Board's Report. FurtherSection 152 of the Act provides that the independent directors shall not be liable toretire by rotation in the Annual General Meeting ('AGM') of the Company.
As per Revised Clause 49 of the ListingAgreement (applicable from October 1 2014) anyperson who has already served as independent director for five years or more in a companyas on October 1 2014 shall be eligible for appointment on completion of the presentterm for one more term of up to 5 (five) years only.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies (Amendment)Act 2000 the Directorsconfirm that:
1. In the preparation of the annual accounts for the year ended 31st March 2014 allthe applicable accounting standards prescribed by the Institute of CharteredAccountants ofIndia have been followed;
2. The Directors had adopted such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company at the end of the financial year and of theprofit of the
Company for that period;
3. The Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities; and
4. The Annual Accounts have been prepared on the historical cost convention a goingconcern basis and on accrual basis.
The Company being basically in the business ofSharesSecuritiesCommoditiesTreasuryoperation as well as in Infra-Projects requirements regarding and disclosure ofparticulars of Conservation of Energy and TechnologyAbsorption prescribed by the rule isnot applicable to us.
Your Company believes that in addition to progressive thought it is imperative toinvest in information and technology to ascertain future exposure and prepare forchallenges. In its endeavor to obtain and deliver the best your Company has tie-ups withan IT solution Company to harness and tap the latest and the best of technology in theworld and deploy/absorb technology wherever feasible relevant and appropriate.
RESEARCH & DEVELOPMENT
The Company believes that technological obsolescence is a reality. Only progressiveresearch and development will help us to measure up to future challenges andopportunities. We invest in and encourage continuous innovation. During the year underreview expenditure on research and development is not significant in relation to thenature size of operations of your Company.
The Auditors M/s Pradeep Gupta Chartered Accountants Mumbai who are StatutoryAuditors of the Company and holds the office until the conclusion of ensuing AnnualGeneral Meeting and are recommended for re-appointment to audit the accounts of theCompany from the conclusion of the 38thAnnual General Meeting up to the conclusion of the43rd consecutiveAnnual General Meeting (subject to ratification by the members at everysubsequentAGM).As required under the provisions of Section 139 & 142 of the CompaniesAct 2013 the Company has obtained written confirmation from M/s. Pradeep Gupta; thattheir appointment if made would be in conformity with the limits specified in the saidSection.
COMMENTS ON AUDITOR'S REPORT :
The notes referred to in theAuditor's Report are self explanatory and as such they donot call for any further explanation as required under section 217(3) of the CompaniesAct1956.
PARTICULARS OF EMPLOYEES
People are the backbone of our operations. It is a matter of great satisfaction for ourCompany that our employees have been very supportive of the Company's plan. By far theemployee's relations have been cordial throughout the year.
The information as required by provisions of section 217(2A) of the Companies Act 1956read with the companies (Particular of employees) amendments rules 1975 is reported to beNIL.
PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIES ACT 1956
The Company is into the business of Investing in Shares & Securities as well asdoing treasury operations by way of providing financial assistance Corporate and HNIs aswell as into the business of Infra Projects during the year under review and hence theinformation regarding conservation of energy Technology Absorption Adoption andinnovation the information required under section 217(1)(e) of the Companies Act 1956read with the Companies (Disclosure of particulars in the Report of Board of Directors)Rules 1988 is reported to be NIL.
FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company has not earned or used foreign exchange earnings/outgoings during the yearunder review.
During the year under review your Company has not accepted any deposits from thepublic within the meaning of section 58Aof the CompaniesAct 1956 and the rules thereunder.
REPORT ON CORPORATE GOVERNANCE
The Company conforms to the norms of Corporate Governance as envisaged in theCompaniesAct 1956 and the ListingAgreement with the Bombay Stock Exchange Limited.Pursuant to Clause 49 of the Listing
Agreement a Report on the Corporate Governance and the Auditors Certificate onCorporate Governance are annexed to this report.
Your Directors wish to place on record their appreciation towards the contribution ofall the employees of the Company and their gratitude to the Company's valued customersbankers vendors and members for their continued support and confidence in the Company.
|Mumbai May 28 2014 ||By Order of the Board |
| ||For Global Infratech & Finance Limited |
|Registered Office : || |
|306 Agarwal B2B Centre 3rd Floor ||PRAVIN SAWANT |
|Kanchpada Near Malad Ind. Estate ||(DIN : 00701127) |
|Malad (W) Mumbai-400 064 ||Managing Director |