Your Directors with pleasure present herewith the Annual Report together with theAudited Accounts for the financial year ended 31st March 2014.
|PARTICULARS || ||(Amount in Rupees) |
| ||2013-2014 ||2012-2013 |
|Total Income ||2478840.24 ||1922914.00 |
|Total Expenses || || |
|(Including Depreciation & Amortisation) ||2173789.30 ||1876626.00 |
|Depreciation & Amortisation ||416007.00 ||619343.00 |
|Profit / (Loss) before Tax ||305050.00 ||46288.00 |
|Current Tax ||100899.00 ||478.00 |
|Provision for Tax ||- ||301293.00 |
|Profit / (Loss) after Tax ||204151.00 ||(255482.00) |
|Proposed Dividend ||50000.00 ||0.00 |
RESULTS OF OPERATIONS
During the year under review your Company registered turnover of Rs. 2478840.24 andprofit after tax was Rs. 204151.00 as against the previous year turnover ofRs.1922914.00 and loss of Rs.255482.00.The turnover of the Company increased by 28.91%during the year ended March 2014.
Your Directors propose to transfer Rs. 145653.00 to General Reserves out of thecurrent year profits of the company. After considering all necessary adjustment the totalreserve stands at Rs. 78714.73 at the end of the current year as against (Rs.66938.00)in the previous year.
Based on the Company's performance the Directors are pleased to recommend for approvalof the members dividend of Rs. 0.007567/- per share for the financial year 2013-14 on thecapital of 6607400 Equity Shares of Rs.5/- each. The dividend on the equity shares ifapproved by the members would involve a cash outflow of Rs. 58498.00 (including CorporateDividend Tax).
The Company has not accepted any public deposits and as such no amount on account ofprincipal or interest on public deposits was outstanding as on the date of the BalanceSheet.
The Company has performed profitably this year. The future prospect looks good and theCompany is expected to perform well.
DIRECTORS' RESPONSIBILITY STATEMENT
The Directors confirm:-
1. that in the preparation of the annual accounts the applicable accounting standardshad been followed and there was no material departure;
2. that the Directors had selected such accounting policies and applied themconsistently and made judgements 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 the financial year and of theprofit or loss of the Company for that period;
3. that the Directors had 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;
4. that the directors had prepared the annual accounts on a going concern basis.
Your Company has always believed that a good corporate Governance Practice would ensureefficient conduct of the affairs of the Company and that will encourage the Company toachieve its goal. The Board has always followed the principal of good governance andemphasis on transparency integrity and accountability. We strongly believe that goodgovernance is voluntary self-disciplining with the strongest impetus coming fromDirectors and the management itself. Directors' and Auditors' Certificate regardingcompliance of conditions of Corporate Governance are made a part of the Annual Report.
MS. SNIGDHA CHAKRABORTI is liable to retire by rotation and being eligible offersherself for re-appointment.
MR. S. N. DAS and MR. NARESH CHANDRA GUPTA have resigned as Directors of thecompany on 27^ February 2014. Your Directors wish to place on record the appreciation fortheir valuable advices made during the tenure of their association with the Company.
MR RUPAM DAS (Independent) MR SANJAY MUKHERJEE (Independent) have beenappointed as Additional Director of the Company w.e.f. 27^ February 2014 to hold officeupto the forth coming Annual General Meeting.
MR. PARTHA DUTTA(Non-Executive) has been appointed as Additional Director of theCompany w.e.f. 17th June 2014. All these new Directors will hold office upto theforthcoming Annual General Meeting of the Company.
The company has received notices from shareholders for appointment of MR. RUPAM DAS asNon-Executive Director MR. SANJOY MUKHERJEE as Non-Executive Independent Directorand MR. PARTHA DUTTA as Non-Executive Independent Director respectively. Requisiteapproval in the regard is being sought at the forthcoming Annual General Meeting of thecompany.
During the year under review no borrowings has been made by the Company. Howeverearlier the Company had sought shareholders' approval for borrowings to the tune of Rs.150Crores and no borrowings has been made as yet.As the provisions of Section 180 of theCompanies Act 2013 effective from 12^ September 2013 requires that consent of theCompany accorded by way of a special resolution is required to borrow money in excess ofthe Company's paid up share capital and free reserves. Further as per the clarificationissued by the Ministry of Corporate Affairs approval granted by the shareholders by wayof an ordinary resolution shall be valid for one year from the date Section 180 becameeffective. Thus the approval granted by members is valid upto 11^ September 2014.
M/s. B.K. Sen & Associates Chartered Accountants(Registration No.: 316103E)KOLKATA Statutory Auditors of the Company appointed by the Board of Directors at itsmeeting held on 2n May 2014 due to casual vacancy caused by resignation ofthe erstwhile Statutory Auditors M/s. P Mukherjee & Co. Chartered Accountants(Registration No.:304143E) to hold office till the conclusion of the ensuing AnnualGeneral Meeting and being eligible offer themselves for appointment.
The Company has received letters from M/s. B.K. Sen & Associates CharteredAccountants that their appointment if made would be within the prescribed limits underSection 141(3)(g) of the Companies Act 2013 and that they are not disqualified forappointment.
Auditors comment in their report are self explanatory and therefore do not call for anyfurther clarification.
Compliance certificate pursuant to Section 3 83A of the Companies Act 1956 for thefinancial year ended March 31 2014 is attached.
PARTICULARS OF EMPLOYEES UNDER SECTION 217(2A)
The provisions of section 217(2A) of the Companies Act 1956 read with the Companies(Particulars of Employees) Rules 1988 as amended are not applicable to the Company asthere are no employees whose remuneration is in excess of the limits prescribed.
PARTICULARS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNING AND OUTGO
A. Conservation of Energy
B. Technology Absorption
The company has not incurred any expenditure of either capital or revenue nature onResearch & Development.
C. Foreign Exchange Earnings and Out-Go
The Company has not earned any foreign exchange income or incurred any foreign exchangeoutgo during the financial year.
Your Directors take this opportunity to convey their deep sense of gratitude forvaluable assistance and Cooperation extended by the investors customers BanksGovernment Authorities Registrars and share transferagents for their support. TheDirectors also appreciate and value the contribution made by the Employees of your Companyat all levels.
| ||On behalf of the Board of Directors |
| ||SNIGDHA CHAKRABORTI |
|Place: KOLKATA ||DIRECTOR |
|Date: 01st September 2014 ||(DIN No. - 05330215) |