Your Directors have pleasure in presenting the Annual Report of the Company along withthe Audited Statement of Accounts for the year ended as on 31st March 2014.
1. FINANCIAL RESULTS:
| || ||(Amount in Rs) |
|Particulars ||31-03-2014 ||31-3-2013 |
|Total Income ||0 ||0 |
|Depreciation ||0 ||0 |
|Profit (Loss) before Tax || || |
| ||(243388) ||(152000) |
|Provision for Tax-FBT ||Nil ||Nil |
|Profit (loss) after Tax ||(243388) ||(152000) |
|Prior Period Adjustments ||0 ||0 |
|Balance brought forward ||(6528778) ||(61338868) |
|Less utilized for reduction of capital ||(243388) ||54962090 |
|Balance carried to Balance Sheet ||(6772166) ||(6528778) |
2. PERFORMANCE & RESULTS:
The Company has incurred a loss of Rs. 243388/- during the year as compared to theloss of previous year of Rs. 152000/- .
In view of the Accumulated Loss as stated above the Board of Directors regrets theirinability to recommended payment of any dividend for the year under review.
4. OPERATIONS AND FUTURE PLANS:
The company during the year under review could not conduct any business activity due toun-favourable market conditions.
Further during the year under review there was a change in control of the Company. Ms.Rita Singh had made open offer to the public shareholders of the company for acquiring 26%of the total paid up share capital of the Company pursuant to the Regulation 3 & 4 ofthe SEBI (SAST) Regulations 2011 on entering in to share purchase agreement with theerstwhile promoter of the company for acquiring the share held by them and control in thecompany. The open offer made by the present promoter of the Company started on July 122013 and ended on July 25 2013.
Your Directors are also in the process of locating viable project for the company wheresome value and synergies can be perceived.
The company has not accepted any deposits from the Public and such no amount ofprincipal or interest on fixed deposit was outstanding as on the Balance sheet date.
6. PARTICULARS OF EMPLOYEES
There were no employees during the whole or part of the year who were in receipt ofremuneration in excess of limits as set out in terms of the provisions of section 217(2A)of the Companies Act 1956 read with the Companies (Particulars of Employees) Rules 1975as amended.
i. Ms. Rita Singh retiring by rotation in terms of provisions of the Companies Act2013 and is eligible for re-appointment. The resolutions for their appointment asDirector(s) are placed before you in the Annual General Meeting.
ii. Mr. Ajay Kumaran Mr. Amrit Kumran Mr. Santosh Kamankar Mr. Vilas Malekar and Mr.Vaibhav Malsanehave resigned as directors of the from 26th August 2013 due tochange in control of the Company the management places on record its appreciation for thevaluable services rendered by them.
iii. Mrs. Rita Singh (Promoter Director) Mr. Jasmin Parekh (Non Executive Director)Mrs. Diptika Mehta (Non-Executive Independent Director) and Mr. Bahubali Mehta(Non-Executive Independent Director) were appointed as the additional Directors of theCompany on 26th August 2014.
iv. Mr. Bahubali Mehta (Non-Executive Independent Director) and Mrs. Diptika Mehta(Non-Executive Independent Director) resigned on 14th February 2014 themanagement places on record its appreciation for the valuable services rendered by them.
v. Mr. Manish Sheth and Mrs. Preeti Sheth were appointed as the Additional Directordesignated as Independent Director of the Company on 14th February 2014 andare now appointed as the independent director as per section 149 152 and other applicablesection if any of the Company Act 2013 in this Annual General Meeting.
Since the Company has no subsidiaries provision of section 212 of the Companies Act1956 is not applicable.
9. DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors hereby confirms:
That in the preparation of the Annual Accounts the applicable accounting standardshave been followed along with proper explanation relating to material departures.
That the Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe Profit or Loss of the Company for that period.
That the Directors have taken proper and sufficient care for the maintenances ofadequate accounting records in accordance with the provision of this Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities.
That the Directors have prepared the Annual accounts on a going concern basis.
10. CONSERVATION OF ENERGY & TECHNOLOGY ABSORBTION
Since the Company does not h a v e a manufacturing unit provisions of Section 217(1)(e) of the Companies Act 1956 read with the Companies (Disclosure of Particulars inthe Report of Board of Directors) Rules 1988 regarding conservation of energy andtechnology absorption is not applicable.
11. FOREIGN EXCHANGE EARNINGS AND OUTGO.
During the year under review besides the transactions reported elsewhere there wereno other Foreign Exchange transactions.
The Board recommends re-appointment of M/s MVK Associates Chartered Accountants asStatutory Auditors of the Company for the financial year 2013-14 who are the statutoryauditors of the Company hold office until the conclusion of the ensuing Annual GeneralMeeting and are eligible for re-appointment. Pursuant to provisions of Section 139 of theCompanies Act 2013 and rules framed thereunder it is proposed to appoint M/S MVKAssociates Chartered Accountants as statutory auditors of the Company from the conclusionof the ensuing AGM till the conclusion of the AGM to be held in the year 2017 subject toannual ratification by members at Annual General Meeting.
13. AUDITORS REPORT:
Since notes to account are self explanatory no further explanation is given by theBoard as such.
14. COMMITTEES OF THE BOARD
Pursuant to Section 292A of the Companies Act 1956 and clause 49 of Listing Agreementthe Company has formed Audit Committee. Besides this the Company has also formedShareholder/Investor Grievance Committee to redress investors complaint if any andNomination Committee for appointment of Managerial Personnels.
15. CORPORATE GOVERNANCE REPORT
The Company has obtained Corporate Governance Report from Mr. Sanjay ShringarpurePartner PRS Associates Practising Company Secretaries and is annexed hereto.
A separate Report on Corporate Governance is also annexed hereto and marked as AnnexureA to this Report.
Your Company and its Directors wish to sincerely thanks all the customers financialinstitution creditors etc. for their continuing support and co-operation.
Your Directors express their appreciation for the dedicated and sincere servicesrendered by the employees of the company and also sincerely thank the shareholders for theconfidence reposed by them in the company and from the continued support and co-operationextended by them.
| ||For and on behalf of the Board of Director |
| ||For IB Infotech Enterprises Limited |
| || |
|Place: Mumbai ||Rita Singh ||Jasmin Parekh |
|Date: 01/09/2014 ||DIN: 01988709 ||DIN: 06507112 |
| ||Director ||Director |