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Baffin Engineering Projects Ltd.

BSE: 532161 Sector: Engineering
NSE: N.A. ISIN Code: INE786D01036
BSE 05:30 | 01 Jan Baffin Engineering Projects Ltd
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Baffin Engineering Projects Ltd. (BAFFINENGG) - Director Report

Company director report

Dear Members

Your Directors present the 18th Annual Report of your Company together with the AuditedAnnual Accounts for the financial year ended 31st March 2013.

Financial Highlights

(AMOUNT IN LACS)

PARTICULARS

FINANCIAL YEAR ENDED

31st MARCH 2013 31st MARCH 2012
Total Turnover 0.79 0.11
Total Expenditure 12.65 30.01
Profit/ (Loss) before tax (11.86) (29.90)
Provision for tax: (0.06) 0.11
Deferred Tax
Profit/ (Loss) after tax (11.78) (30.02)
Transfer to Reserve NIL NIL
Paid-up Share Capital 200 200

Year in retrospect and overview

This year the total turnover of the company was 0.79 as against Rs 0.11 Lacs in theprevious year. The company has suffered a loss of Rs 11.86 Lacs as against loss of Rs29.90 Lacs in the previous year. Your Directors are putting in their best efforts toimprove the performance of the Company.

The Management Discussion & Analysis Report is attached hereto with the Director'sReport and should be read as part of this Directors Report.

Other Material Changes

Save as mentioned elsewhere in this Report no material changes and commitmentsaffecting the financial position of the Company have occurred between the end of thefinancial year of the Company 31st March 2013 and the date of this Report.

Dividend

In view of loss suffered by the Company your Directors regret their inability torecommend any dividend.

Public Deposits

During the year under report your Company did not accept any deposits from the publicin terms of the provisions of section 58A of the Companies Act 1956.

Conservation of Energy Technology Absorption Foreign Exchange Earnings and Outgo

A. Conservation of Energy & Technology Absorption: Since the Company is not engagedin any manufacturing activity issues relating to conservation of energy and technologyabsorption are not quite relevant to its functioning.

B. Export Activities: There was no export activity in the Company during the year underreview. However the Company is exploring the opportunities available to the Company inthe international market

C. Foreign Exchange Earnings and Outgo: There was no Foreign Exchange earnings andoutgo during the year under review

Particulars of Employees

During the financial year under review none of the Company's employees was in receiptof remuneration as prescribed under section 217(2A) of the Companies Act 1956 read withthe Companies (Particulars of Employees) Rules 1975 and hence no particulars arerequired to be disclosed in this Report.

Corporate Governance

A Report on Corporate Governance is attached as a part of this Directors Report alongwith the Auditors' Certificate on compliance of Clause 49 of the Listing Agreement.

Directors

Mr. Ashok Kumar Chordia retires by rotation and being eligible offers himself forreappointment. Your directors recommend his re-appointment.

Mr. Suresh Mutha Director was appointed as a Managing Director of the Company witheffect from 1st August 2010 for a period of three years and his term will ended on 31stJuly 2013. The Board of Directors re-appointed him as Managing Director for a period offive years starting from 1st August 2013 under the provisions of Section 198269 and 309 of the Companies Act 1956 subject to the approval of the members of theCompany.

Mr. Karan Mutha was appointed as additional director as on 27th April 2013and needs to regularize as Director of the Company at the ensuing Annual General Meetingunder the provisions of Section 257 of the Companies Act 1956.

Mr. Ramesh Kumar Arora was resigned from the Board of Directors with effect from 28thMay 2013.

Appropriate resolution seeking your approval to the aforesaid appointments is appearingin the Notice convening the 18th Annual General Meeting.

Auditors

M/s Dhamija Sukhija & Co. Chartered Accountants Statutory Auditors of the Companyhold office until the conclusion of the ensuing Annual General Meeting and being eligibleoffer themselves for re-appointment. A certificate under section 224(1) of the CompaniesAct 1956 regarding their eligibility for the proposed reappointment has been obtainedfrom them. Your Directors recommend their reappointment.

Directors' Responsibility Statement

In terms of the provisions of section 217(2AA) of the Companies Act 1956 and to thebest of their knowledge and belief and according to the information and explanationsobtained by them and save as mentioned elsewhere in this Report the attached AnnualAccounts and the Auditors' Report thereon your Directors confirm that:

A. In preparation of the annual accounts the applicable accounting standards have beenfollowed;

B. 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 as at 31st March 2013 and of the loss ofthe Company for the year ended on that date;

C. The Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities; and

D. The Directors have prepared the Annual Accounts on a going concern basis. StockExchange Listing

Presently the shares of the Company are listed on the Bombay Stock Exchange andAhmedabad Stock Exchange Ltd. The Company has already paid the listing fees to both of thestock Exchanges for the financial year 2012-13.

Acknowledgement

Your Directors take this opportunity to place on record their sincere appreciation forthe co-operation and assistance the Company has received from Banks and various GovernmentDepartments. The Board also places on record its appreciation of the devoted services ofthe employees; support and co-operation extended by the valued business associates and thecontinuous patronage of the customers of the Company.

For and on Behalf of the Board

For Baffin Engineering Projects Ltd
Sd/-
(Suresh Mutha)
Place: New Delhi Managing Director
Date: 2nd September 2013

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