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Sterling Guaranty & Finance Ltd.

BSE: 508963 Sector: Financials
NSE: N.A. ISIN Code: N.A.
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Sterling Guaranty & Finance Ltd. (STERGUARANTY) - Director Report

Company director report

DIRECTORS

The directors have pleasure in presenting before the Shareholders Directors’Report and Audited Accounts of the Company for the year ended 31st March 2014.

FINANCIAL RESULTS Year ended 31st March 2014 Year ended 31st March 2013
(Rs.in Lacs)
PROFIT (LOSS) BEFORE NON-CASH CHARGES (3.65) (3.20)
PROFIT (LOSS) BEFORE TAX (3.65) (3.20)
Provision for Taxation 0.00 0.00
NET PROFIT (LOSS) AFTER TAX (3.65) (3.20)
Balance brought forward (820.54) (817.34)
PROFIT (LOSS) CARRIED FORWARD (824.19) (820.54)

DIVIDEND

In view of loss incurred and carry forward losses no dividend is proposed.

GENERAL:

During the year under report the Company had no business activity. It has suffered NetLoss of Rs.3.65 lacs compared to previous year of Rs.3.20 lacs because of nil operatingincome and minimum statutory & compliance expenses. The Company has become debt freeCompany and Sterling Investments (India) Ltd has advanced interest – free funds tomeet the liabilities. Adequate provisions have been made as per prudential norms ofReserve Bank of India. The Company is registered NBFC with Reserve Bank of India.

OPERATIONS:

During the year NBFI Business was not carried out since Net Owned Funds (NOF) of theCompany has fallen below the minimum prescribed limit. Fortunes of the Company willimprove if it is merged with Sterling Investments (India) Ltd. The company is grateful toIndistock Securities Ltd for allowing the company to use its registered office free ofcost.

FUTURE PLAN

Proposal of merger and amalgamation of the company subject to necessary approvalssanctions consents with Sterling Investments (India) Ltd a duly registered NBFC havingpositive net worth is delayed. It is hoped that final decision will take place.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act 1956 your Directors confirm thefollowing:

i. In the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanations relating to material departures.

ii. Your 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 Loss of the Company for that period.

iii. Your Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities.

iv. Your Directors have prepared the attached Statement of Accounts for the year ended31st March 2014 on a going concern basis.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

The company has no activities relating to conservation of energy of technologyabsorption. The Company has not earned or spent any foreign exchange during the year.

DIRECTORS

During the year under report Mr. Sanjay R. Keswani Non executive Independent Directorresigns w.e.f. 08/08/2013 and in his place and to fill the casual vacancy caused due tohis resignation Mr. Sunil Kumar Jangir has been appointed as Non executive IndependentDirector w.e.f.08/08/2013. The Board places on record the valuable contribution made byMr. Sanjay R. Keswani during his tenure as Director.

The Board recommends reappointment of Mr. Sunil Kumar Jangir as Directors who retiresby rotation and being eligible offer himself for reappointment. The detailed informationand particulars of director seeking re appointment is incorporated in Corporate GovernanceReport.

DEPOSITS

The Company has not accepted any deposits from the Public and does not hold any publicdeposit.

PARTICULARS OF EMPLOYEES

There were no employees during the year within the meaning of Section 217 (2A) of theCompanies Act 1956 read with the Companies (Particular of Employees) Rules 1975 asamended.

CORPORATE GOVERNANCE

A separate section on Corporate Governance and a certificate from the Auditors of theCompany regarding compliance of conditions of Corporate Governance as stipulated underClause 49 of the Listing Agreement with the Stock Exchanges forms part of the AnnualReport.

AUDITORS AND AUDITORS' REPORT

The remark in auditors' report are self explanatory. The Auditor M/s. Vinod S. Mehta& Co. Chartered Accountants retires at the conclusion of the meeting and is eligiblefor re-appointment.

On behalf of the Board of Directors
Place: Mumbai D. D. MEHTA
Dated: 30th May 2014. Executive Chairman