Your Directors here by present the Twenty Ninth Annual Report on business andoperations of the Company together with the Audited statements of Accounts for thefinancial year ended on 31st March 2014.
REVIEW OF OPERATIONS:
During the year under review due to sluggish market condition and financial crisiscompany faces huge set back. So company unable to generate any revenue from the operationthe Company but due to some fixed cost company suffer net loss of Rs. 173005 for the yearended 31st March 2014.
The management has taken measures as part of its continuous improvements to strengthenoperations and viability.
In view of present situation your Directors have not declared any dividend during theyear under review.
The Company has not accepted any deposit from the public pursuant to the provisions ofSection 58A of the Companies Act 1956.
BOARD OF DIRECTORS:
Mr. Sayaman Antony Fernandes was appointed as an Additional Director of the Company on05.06.2014 be and hereby appointed as director of the Company and whose office liable toretire by rotation. Mr. SARJERAO CHAVAN and Mr. SANTOSH GANGADHAR MOHITE were appointed on19.06.2014 and 05.06.2014 as an Additional Director of the Company and appointed as anIndependent Director of the Company for a period of five years from the conclusion 29thAGM to the conclusion of 34th AGM. Mr. CHANDRA MOHAN DEVDAS RAO and Mr. KAMALA CHANDRAMOHAN RAO were appointed as Additional Director as on 23.04.2014 and resigned from theboard as on 05.06.2014.
Mr. MAHENDRA GANATRA Mr. NILESHKUMAR KAVA and Mr. MR. VIPUL TRIVEDI were resigned as aDirector of the Company with effect from 23.04.2014 19.06.2014 and 01.07.2014.
AUDITORS AND AUDITORS REPORT:
M/s. Y. D. & Co. Chartered Accountants Ludhiana Statutory Auditors of theCompany hold office until the conclusion of the ensuing Annual General Meeting and areeligible for reappointment.
The observations made by the Auditors in their Auditors Report and theNotes on Accounts referred to in the Auditors Report are self-explanatory and do notcall for any further comments.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis forms part of the Annual Report to the shareholdersand it includes discussion on matters as required under the provisions of Clause 49 of thelisting agreement forming part of this report is annexed herewith.
CORPORATE GOVERNANCE REPORT:
A separate report on Corporate Governance along with Auditors Certificate oncompliance with the Corporate Governance norms and stipulated in Clause 49 of the ListingAgreement forming part of this report is annexed herewith.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The details of conservation of energy technology absorption etc. as required to begiven under Section 217(1)(e) of the Companies Act 1956 are not applicable to ourCompany as our Company has not carried out any manufacturing activities. The foreignexchange earning on account of the operation of the Company during the year was Rs. Nil.
The Company Listed with BSE Limited Mumbai
PARTICULARS OF EMPLOYEES:
The statement showing particulars of employees under section 217(2A) of the CompaniesAct 1956 read with the companies (Particulars of Employees) Rules 1975 as amended isnot required to be given as there were no employees coming within the purview of thissection.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 217(2AA) of the Companies Act 1956 theDirectors of your Company confirm that:
i) in the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanation relating to material departures;
ii) the Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that were 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;
iii) 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) Directors have prepared the accounts on a "going concern basis".
Your Directors would like to express their sincere appreciation for the assistance andco-operation received from the Banks Government Authorities Customers and Shareholdersduring the year. Your directors also wish to take on record their deep sense ofappreciation for the committed services of the employees at all levels which has made ourCompany successful in the business.
| ||For and on Behalf of the Board |
| ||For SWORD-EDGE COMMERCIALS LIMITED |
|PLACE: MUMBAI || |
|DATE: 28.08.2014 || |
| ||(SAYAMAN FERNANDES) |
| ||CHAIRMAN |
Annexure to Directors Report
MANAGEMENT DISCUSSION ANALYSIS REPORT
The company is confident in spite of the possible recessionary conditions in theindustry it will perform better in view of the strong fundamentals of the Indian companiesand hope to improve its Turnover.
Internal Controls Systems and their adequacy:
The company has adequate internal control systems to ensure operational efficiencyprotection and conservation of resources accuracy and promptness in financial reportingand compliance of law and regulations. The internal control system is supported by theinternal audit process. The Internal Auditor reviews and ensures that the auditobservations are acted upon. The Audit Committee of the Board reviews the Internal Auditreports and the adequacy and effectiveness of internal controls.
The relationship with the employees continues to be cordial. The Company recognizes theimportance and contribution of its employees for its growth and development and constantlyendeavors to train nurture and groom its people The Company puts emphasis on attractingand retaining the right talent. The company places emphasis on training and development ofemployees at all levels and has introduced methods and practices for Human ResourceDevelopment.
Statements in this Management Discussion and Analysis describing the companysobjectives projections estimates and expectations may be forward looking statementwithin the meaning of applicable laws and regulations. Actual results might differmaterially from those either expressed or implied.