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Professional Diamonds Ltd.

BSE: 523001 Sector: Consumer
NSE: N.A. ISIN Code: N.A.
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Professional Diamonds Ltd. (PROFESSDIAMOND) - Director Report

Company director report

REPORT OF THE BOARD OF DIRECTORS

To

The Members

Your Directors have pleasure in presenting their Twenty-Eighth Annual Report togetherwith the Audited Accounts for the year ended 31st March 2014.

FINANCIAL RESULTS

For the year ended 31.03.2014 For the year ended 31.03.2013
(Rupees) (Rupees)
Total Income 179214 17491333
Gross Profit before Depreciation and Tax (1741458) (240101)
Depreciation 68410 68410
Profit Before Tax (1809868) (308511)
Provision for Tax - Current Nil
- Fringe benefit Tax
- Deferred 143352 23111
Profit After Tax (1666516) (285400)
Balance in Profit and Loss Account brought forward 11383591 11668990
Add: Exces/Short Provision for Tax - -
Less: Provision for Tax for earlier year - -
Profit Available for Appropriation 9717075 11383591
Appropriation
Transfer to General Reserve
Balance Carried Forward 9717075 11383591
Management Comments on Auditor’s observations

Basis for Disclaimer of Opinion

A. In respect of Trade receivables which form a significant to Rs 52435100 theauditors have not received any confirmation of balances. The management has obtainedconfirmation of balances from the respective parties. The amounts have been outstandingfor a considerable period of time taking into account the prevailing trade practice inrespect of the Company’s business. In view of the above we are unable to comment onthe realisability of the debts and any provision to be made for unrealisability in thecarrying amounts of these balances and on the consequential impact on the financialstatements.

The company has received confirmation of balance receivables from the companiesconcerned. They have indicated their willingness to clear the same at the earliest. Theyare facing cash flow problems and as such are unable to pay to the company. The companyreceived small sums during the year under consideration from the companies. The companyhas sent letters to customers for immediate payment of outstanding dues.

B. The Company has made long term investments in Forever Diamonds Pvt. Ltd. SRVPolishing Technologies and J R Diamonds Pvt Ltd. amounting to Rs.345350. The saidinvestments continue to be valued at cost. In absence of availability of audited financialstatements of the above mentioned companies we are unable to comment on the carrying costsof such investments and the provision for diminution in their value . We are unable tocomment on the impact of the financial statements of provision for diminution in value ofinvestments.

The investments in companies are done during 2012-13. It is too premature to write tothese investments.

C. In view of what has been stated above regarding recoverability of Tradereceivables which form a significant amount of the Company’s assets and the impact itcould have on the Company’s financials we are unable to conclude on the ability ofthe Company to carry on as a going concern.

The customers have confirmed the balances and have indicated willingness to clearthe same at the earliest. They are facing cash flow problems and as such are unable to payto the company. The company received small sums during the year under consideration fromthe companies.

Basis of Opinion

Because of the significance of the matters described in the Basis of Disclaimer ofOpinion paragraph specifically relating to realisability of Trade Receivables we have notbeen able to obtain audit evidence to provide a basis for an audit opinion. Accordinglywe do not express an opinion on the financial statement.

The customers have confirmed the balances and have indicated willingness to clear thesame at the earliest. They are facing cash flow problems and as such are unable to pay tothe company. The company received small sums during the year under consideration from thecompanies.

DIVIDEND

The Directors do not recommend payment of dividend for the year.

OPERATIONS

During the year the Company achieved an income Rs. 2 lakhs as compared to Rs. 174.91lakhs in the previous year. The Company’s incurred a loss of Rs. 1666516 duringthe year as compared to a profit of Rs. 285400 in the previous year. As the monies fromcompany’s debtors are not received despite several reminders the cash flow is hugelyaffected. The company has written letters for immediate payment. As explained by thedebtors since their inflows are under stress they too are finding it difficult to pay tous.

PROSPECTS

With better inflows coming your directors of hopeful of resuming its activities.

DIRECTORS

Mr. Rajendra Bhandari (DIN: 00361132) retires by rotation and being eligibleoffers himself for reappointment. Your Directors recommend his re-appointment.

AUDITORS

The Auditors of the Company N. P. Jhaveri and Associates. Chartered AccountantsMumbai retire at the conclusion of the ensuing Annual General Meeting. Your Directorswishes to state that retiring Auditors N. P. Jhaveri and Associates Chartered AccountantsMumbai have shown their unwillingness to continue as Auditor of the Company due to theirother pre-occupation. The Company has received a consent and eligibility letter undersection 224(1B) of the Companies Act 1956 from Rishi Shekri & Associates CharteredAccountants Mumbai . The Directors recommend their appointment at the forthcoming AnnualGeneral Meeting.

.FIXED DEPOSIT

The Company has not accepted any deposit within the meaning of Section 58A of theCompanies Act 1956 and the Companies (Acceptance of Deposits) Rules 1975.

EMPLOYEES

None of the employees of the Company were in receipt of remuneration in excess of thelimits prescribed under Section 217(2A) of the Companies Act 1956 read with Companies(Particulars of Employee) Rules 1975 including Companies (Particulars of Employees)Amendment Rules 2011 and Companies (Amendment) Act 1988.

DIRECTORS’ RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF THE COMPANIESACT 1956

The Directors state:

(i) that in the preparation of the Annual Accounts the applicable accounting standardshave been followed;

(ii) that the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year ended 31st March 2012 and of the loss of the Company for that financial

(iii) that the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 1956for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

(iv) that the Directors have prepared the Annual Accounts on a going concern basis.

TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

Information in accordance with the provisions of Section 217 (1)(e) of the CompaniesAct 1956 read with the

Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988are annexed.

LISTING

The Equity Shares of the company are listed at the Bombay Stock Exchange Limited. TheCompany has paid the annual listing fees to the above exchange.

ACKNOWLEDGEMENT

The Directors wish to place on record their appreciation of the Company’semployees for their Support.

For and on behalf of the Board
Mumbai Rajendra Bhandari Chandrakant Ruparelia
May 30 2014 Director Director

ANNEXURE TO THE DIRECTORS’ REPORT

Particulars Required under the Companies (Disclosure of Particulars in the Report ofthe Board of Directors) Rules 1988.

A. CONSERVATION OF ENERGY

The particulars regarding conservation of energy are not applicable to the Companyas the Diamond industry is not covered under the schedule prescribed by the said Rules.

B. TECHNOLOGY ABSORPTION

The particulars regarding absorption of technology is given below as per Form B ofthe Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988.

Research and Development (R&D)
(1) Specific areas in which R&D is carried out by the Company }
(2) Benefits derived as a result of the above R&D } NIL
(3) Future Plan of Action }
(4) Expenditure on R&D }

Technology absorption adaptation and innovation:

(1) Efforts in brief made towards technology absorption adaptation and innovation. TheCompany is monitoring and reviewing the technological up gradation taking place in theindustry.

(2) Benefit derived as a result of the above efforts e.g. Product improvement costreduction product development import substitution etc.

(3) In case of Imported Technology (imported during the last 5 years reckoned from thebeginning of the financial year) following information may be furnished:

(a) Technology Imported }
(b) Year of Import } NIL
(c) Has technology been fully absorbed }
(d) If not fully absorbed areas where this has not }
Taken place reasons therefore and future plan of action

 

C. FOREIGN EXCHANGE EARNINGS AND OUTGO
Total Foreign Exchange Earned: NIL
Total Foreign Exchange Used: NIL

 

For and on behalf of the Board
Mumbai Rajendra Bhandari Chandrakant Ruparelia
May 30 2014 Director Director