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Lila Worldwide Ltd.

BSE: 531894 Sector: Media
NSE: VATSMUSC ISIN Code: INE816A01029
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Lila Worldwide Ltd. (VATSMUSC) - Director Report

Company director report

1. PRESENTATION

Your directors have pleasure in presenting the 40th Annual Report together with theAudited Accounts for the year ended on 31st March 2015.

2. FINANCIAL RESULTS

The financial results of the operation for the year under review are as follows:

(Figure in Rs)

Year ended 2014-15 Year ended 2013-14
Revenue from operation 1702000 1340000
Profit /(Loss) before tax 225000 119047
Less : Tax Expenses
" Current Tax 76275 40357
' Deferred Tax
Expenses/(Income) - -
Profit/(Loss) after tax for the year 148725 78690
Profit / (Loss) carried forward to Balance Sheet 148725 78.690
Basis and Diluted EPS (InRs.)

Our total income increased to Rs. 463000/- from Rs. 78690/- in the previous year ata growth rate of. Our gross profit amounted to Rs. 119047/- as against Rs. 765072/- inthe previous year.

A detailed review of the Company’s operations has been provided in the ManagementDiscussion and Analysis Report which forms part of this document.

3. REVIEW OF OPERATIONS

During the year under review the Company has generated a revenue from operation of Rs.1702000/- as against Rs. 1340000/- during the previous year.

4. PUBLIC DEPOSITS

During the period under review your Company has not accepted any deposit within themeaning of the Chapter V to Companies Act 2013.

5. DIVIDEND

Your Directors do not recommend any dividend for the year 2014-2015.

6. TRANSFER OF RESERVE

The Company has not transferred any amount to the general reserve out of the amountavailable for appropriations of profit.

7. SAFETY & POLLUTION CONTROL

The company continues to give top priority to safety and pollution control aspects. Ithas strictly been following the requisite guidelines as received from pollution controlboard from time to time.

8. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO

Although the operations of the Company are not energy intensive operations itcontinues to adopt energy conservation measure at all operational levels. The requirementof disclosure of Information in accordance with provision of section 134(3)(m) of theCompanies Act 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 regardingConservation of energy technology absorption is not applicable to the Company. There isno foreign exchange earnings and outgoing during the financial year.

9. SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES AND THEIR PERFORMANCE

During the period under review the Company has no subsidiary Joint Venture orAssociates Company.

10. PARTICULARS OF EMPLOYEE

Details of Managerial Remuneration as required pursuant to provision of section 197otthe Companies Act 2013 and rule 5 of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 is given in "Annexure-A" forming part of thisreport.

11. DIRECTOR RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(3)(c) & (5) of the Companies Act2013 your Directors state as - (a) in the preparation of the annual accounts theapplicable accounting standards had been followed and there is no material departure: (b)the directors had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the company at the end of the financial year and of the profitof the company for that period; (c) the directors had taken proper and sufficient care forthe maintenance of adequate accounting records in accordance with the provisions of thisAct for safeguarding the assets of the company and for preventing and detecting fraud andother irregularities; (d) the directors had prepared the annual accounts on a goingconcern basis; and (e) the Director has laid down internal financial controls to befollowed by the company and that such internal financial controls are adequate and wereoperating effectively (f) The directors had devised proper systems to ensure compliancewith the provisions of all applicable laws and that such systems were adequate andoperating effectively.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL

A) Changes in Directors and Key Managerial Personnel

During the period under review there has been a change in the constitution of Board ofDirectors of the Company. Mr. Gaurav Kumar Ranade has been appointed as Managing Directoron 10/06/2014

B) Declaration by an Independent Director(s)

The independent directors have individually declared to the Board that they meet thecriteria of independence as provided in Section 149(6) of the Companies Act 2013 at thetime of their respective appointment and there is no change in the circumstances as on thedate of this report which may affect their status as an independent director.

C) Formal Annual Evaluation

The annual performance evaluation was carried out which included evaluation of theBoard independent directors non-independent directors executive directors ChairmanCommittees of the Board quantity quality and timeliness of information to the Board Theindependent directors evaluated all non-independent directors the Board the Chairman andthe information to the Board. The Board evaluated performance of the independentdirectors the Board itself the Chairman the Executive Directors the Committees of theBoard the information provided to the Board. All results were satisfactory.

13. MEETING

Board of Director- The meetings of the Board of Directors were held during thefinancial year 2014-15 on the following dates : 22.05.2014 11.08.2014 31.10.201431.01.2015 In addition to the above a meeting of the Independent Directors was held on31.01.2015 pursuant to Section 149(8) read with Schedule V to the Companies Act 2013. Thesaid meeting was attended by all Independent Director i.e. Ms. Nikita Sharma Ms. InduDalmia Mr. Vijayan Subramani Iyer.

14. AUDITORS

Statutory Auditors - Your Company's Auditors M/s. K. R. Manik & Company CharteredAccountants who have been appointed in 39th AGM held on 10th July 2014 up to theconclusion of the 40th Annual General Meeting subject to ratification by the members ofthe Company at every Annual General Meeting have given their consent to continue to actas the Auditors of the Company for the remaining tenure. Members are requested to considertheir re-appointment as the Auditors of the Company and to fix their remuneration bypassing an ordinary resolution under Section 139 of the Companies Act 2013.

15. AUDITORS'REPORT

Statutory Auditors' Report-The Auditors’ observations read with Notes to Accountsare self explanatory and therefore do not call for any comment.

16. SHARE CAPITAL & LISTING

The equity shares of the company are listed on Guwahati Stock Exchange The BombayStock Exchange Limited The National Stock Exchange of India Limited. They are alsodematerialized and made live in the CDSL and NSDL systems. M/s Sharex Dynamic (India) PvtLtd having office at Luthra Ind Premises Unit-1 Safeed Pool Andheri Kurla Road AndheriEast Mumbai 400 072 Maharashtra. Ph 022 2851 5644 is Registrar & Transfer Agent(TRA) of the Company regarding transfer dematerialization etc. of shares.

17. EXTRACT OF THE ANNUAL RETURN

An extract of the annual return as provided under sub-section (3) of section 92 of thecompanies act 2013 in Form MGT-9 of the Companies (Management and administration) Rules2014 is given in "Annexure-B" forming part of this report

18. INTERNAL CONTROLS

Your Company has adequate internal control system which is commensurate with the sizescale and complexity of its operations. Your Company has designed and implemented aprocess driven framework for Internal Financial Control ("IFC") within themeaning of the explanation of Section 134(5)(e) of the Companies Act 2013.

19. PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS.

During the period under review Company has not given any loan Guarantee or made anyInvestment.

20. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the period under review there were no materially significant related partytransactions made by the Company with Promoters Directors Key Managerial Personnel orother designated persons which may have a potential conflict with the interest of theCompany at large. None of the Directors has any pecuniary relationships or transactionsvis-a-vis the Company.

21. CORPORATE GOVERNANCE REPORT

The report on Corporate Governance as per the requirement of Clause 49 of the listingagreement forms part of the Annual Report. The requisite certificate from auditors Ms K RManik & Company confirming the compliance with the condition of corporate governanceas per the requirement of clause 49 is annexed to this Report.

22. BUSINESS RISK MANAGEMENT

The board members were informed about risk assessment and minimization procedures afterwhich the board formally adopted steps for framing implementing and monitoring the riskmanagement plan for the company.

23. NOMINATION AND REMUNERATION POLICY

The Company follows a policy on remuneration of directors and senior managementemployees.

24. CHANGES & COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY

There is no changes & Commitment affecting financial position of the Company.

25. ACKNOWLEDGEMENTS

Your Directors express their gratitude to the Government of India Government ofMaharashtra and Valued Customers for their continuing goodwill and support to theCompany. Your Directors wish to place on record their deep appreciation for the dedicationand loyalty shown by the officers staff members and workers of the Company. YourDirectors sincerely acknowledge the continued trust and confidence you the shareholdershave placed in the Company.

Registered Office:

Furtos Trade Centre

Guwahati - 781 001 Assam. (INDIA)

E-mail: LiLaWorldWideLtd@gmail.com

Help LiLa.mn

Website: www.LiLa.mn www.LiLa.co.in

Corporate Office :

RPI House Fort

Mumbai-400 001. (INDIA)

Tel. : +91-22-4002 3255

Fax : +91-22-4002 3233

E-mail: LiLaWoridWideLtd@gmail.com

Help LiLa.mn Website :

www.LiLa.mn;www.LiLa.co.in

By order of the Board For

LiLa World Wide Limited

Sd/-

(Subhash Shlnde)

Whole Time Director

Sd/-

(Upendra Pandya Bhogila!)

Whole Time Director

Date: April 16 2015 Place: Mumbai

ANNEXURE 'A'- FORMING PART OF THE DIRECTOR S REPORT MANAGERIAL REMUNERATION

(Pursuant to provision of section 197 of the Companies Act 2013 and rule 5 of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014)

A) Details of the ratio of the remuneration of each director to the median employee'sremuneration and other details as required pursuant to Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014.

(i) The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year; During the period under review the Company has not paid any remuneration to the director
(ii) The percentage increase in remuneration of each director Chief Financial Officer Chief Executive Officer Company Secretary or Manager if any in the financial year; During the period under review the Company has not paid any remuneration to the director
(iii) The percentage increase in the median remuneration of employees in the financial year; There is no increase in the salary of any employee.
(iv) The number of permanent employees on the rolls of the Company;
(v) The explanation on the relationship between average increase in remuneration and the Company performance; There is no increase in the remuneration of the employee.
(vi) Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company; During the period under review the Company has not paid any remuneration to the director/KMP
(vii) Variations in the market capitalization of the Company price earnings ratio as at the dosing date of the current financial year and previous financial year and percentage increase over decrease in the market quotations of the shares of the Company in comparison to the rate at which the Company came out with the last public offer in case of listed companies and in cass of unlisted companies the variations in the net worth of the Company as at the dose of the current financial year and previous financial year; During the period under review the Company has not paid any remuneration to the director/KMP
(viii) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration; There of is no increment in the salary Managing Director other executive director and employee of the Company.
(ix) comparison of the remuneration of each of the Key Managerial Personnel against the performance of the Company; During the period under review the Company has not paid any remuneration to the director/KMP
(x) the key parameters for any variable component of remuneration availed by the directors; Wot applicable
(xi) the ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year; and Not applicable
(xii) affirmation that the remuneration is as per the remuneration policy of the Company During the period under review the Company has not paid any remuneration to the director/KMP

* During the review period Mr. Gaurav Kumar Ranade has been appointed as ManagingDirector on 10/06/2014

B) Details of every employee of the Company as required pursuant to Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is as under:There is no such employee to whom IP said regulation Rule 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014.