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Transcon Research & Infotech Ltd.

BSE: 531318 Sector: IT
NSE: N.A. ISIN Code: INE273C01011
BSE 05:30 | 01 Jan Transcon Research & Infotech Ltd
NSE 05:30 | 01 Jan Transcon Research & Infotech Ltd

Transcon Research & Infotech Ltd. (TRANSRESINFO) - Director Report

Company director report

To The Members

Your Directors take pleasure in presenting theTwenty Two Annual Report together withthe Audited Statement of Accounts of the Company for the financial year ended on 31StMarch 2017.

1. Financial summary or highlights/Performance of the Company

The Board's Report shall be prepared based on the standalone financial statements ofthe company.

Particulars 2016-17 2015-16
Total Income 605521 430000
Less: Expense Before Interest and 407303
389062
Depreciation
22697
Profit Before Interest and Depreciation 216459
Less: Provision for Depreciation 257933 279821
Net Profit Before Tax (41474) (257124)
Less: Provision for Tax
Less: Deferred tax Liability/ (Asset) (30612492)
Net Profit After Tax (41474) (30869616)
Add: Balance of Profit brought forward (71038907) Nil
(68155126) (30869616)
Surplus carried to Balance Sheet

2. Berief Description of the company's working During the year of companie's affair

Company is not having any software or GIS/CAD/CAM project in hand. The only source ofIncome in the current year is the Income From house property.

3. Directors and key Managerial Personnel

There were no changes in the Directors and Key Management Person of the company in thecurrent year.

4. Dividend

During the year under review your directors are unable to recommend any dividend on

the equity share capital of the company.

5. Share Capital

The Paid up equity share capital as at March 31 2017 stood at Rs. 71491000. Duringthe year under review the company has not issued shares with differential voting rightsnor has granted any stock options or sweat equity. As on March 31 2016 none of thedirectors of the company hold instruments convertible into equity shares of the company.

6. Board Meetings

The board meets at regular intervals to discuss and decide on the company's policiesand strategy apart from other board matters. The tentative annual calendar of the boardand committee meetings is circulated in advance to facilitate the directors to plan theirschedule and to ensure participation in the meetings.

During the year Four Board Meetings were convened and held. All meetings were attendedby the directors. The gap between the two board meetings did not exceed 120 days.

7. Details of Subsidiary/Joint Ventures/Associate Companies

There is no any subsidiary company or an Associate Company. Company does not have anyJoint Venture with any other Entity.

8. Auditors

Statutory Audit: As per Section 139 of the Companies Act 2013 M/s Uttam Abuwala &Co. Chartered Accountants Mumbai having Firm Registration No. 111184W retiring onrotational basis as Statutory Auditors of the Company. Your Board places on record theirappreciation for the services provided by M/s. Uttam Abuwala & Co. CharteredAccountants as Statutory Auditors of the Company for over one decade.

Based on the recommendations of the Audit Committee and upon review of confirmations ofsatisfaction of criteria as specified in Section 141 of the Companies Act 2013 read withRule 4 of Companies (Audit & Auditors) Rules 2014 your Board had subject toapproval of the Members at the ensuing Annual General Meeting approved appointment ofM/s. S. R. Suthar & Associates Chartered Accountants Firm Registration No 140257WMumbai as Statutory Auditors of the Company in place of retiring Statutory Auditors.

A proposal for appointment of M/s. S. R. Suthar & Associates Chartered Accountantsas Statutory Auditors of the Company for the period of 5 years from the conclusion of thisAGM until conclusion of 27th AGM subject to ratification by Equity Shareholders everyyear.

There are no qualifications or adverse remarks in the Auditors' Report which requireany clarification/ explanation. The Notes on financial statements are self-explanatoryand needs no further explanation.

Further the Auditors' Report for the financial year ended 31st March 2017 is annexedwith this annual report for your kindperusal and information.

9. Extract of Annual Return

As required pursuant to section 92(3) oftheCompaniesAct2013 and rule 12(1) of theCompanies (Management and Administration) Rules 2014 an extract of annual return in MGT9 as a part of this Annual Report as ANNEXURE I .

10. Material changes and commitments if any affecting the financial position of thecompany which have occurred between the end of the financial year of the company to whichthe financial statements relate and the date of the report

There were no material changes and commitments that affect the financial position ofthe company which have occurred between the end of the financial year of the company towhich the financial statements relate and the date of the report.

11. Details of significant and material orders passed by the regulators or courts ortribunals impacting the going concern status and company's operations in future There wereno significant and material orders passed by the regulators or courts or tribunals thatimpact the going concern status and company's operations in future.

12. Particulars of loans guarantees or investments under section 186

Details of Loans:

Date of making loan Details of Borrower Amount Purpose for which the loan is to be utilized by the recipient Time period for which it is given Date of BR Date of SR (if reqd) Rate of Interest Securit y
NIL

Details of Investments:-

Date of invest ment Details of Invest ee Amount Purpose for which the proceeds from investment is proposed to be utilized by the recipient Date of BR Date of SR (if reqd) Expected rate of retur n
NIL

Details of Guarantee / Security Provided:

Date of providing security/gua rantee Details of reci pie nt Amount Purpose for which the security/guar antee is proposed to be utilized by the recipient Date of BR Date of SR (if any) Commission
NIL

13. Particulars of contracts or arrangements with related parties:

None of the transactions with related parties fall under the scope of Section 188(1) ofthe Act. The information on transactions with related parties pursuant to Section134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules 2014 are givenin Annexure I in Form AOC-2 and the same form a part of this report.

14. Obligation Of Company Under The Sexual Harassment Of Women At Workplace

(Prevention Prohibition And Redressal) Act 2013

In order to prevent sexual harassment of women at work place a new act The SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 hasbeen notified on 9th December 2013. Under the said Act every company is required to setup an Internal Complaints Committee to look into complaints relating to sexual harassmentat work place of any women employee.

Company has adopted a policy for prevention of Sexual Harassment of Women at workplaceand has set up Committee for implementation of said policy. During the year Company hasnot received any complaint of harassment.

15. Conservation of energy technology absorption and foreign exchange earnings andoutgo

The details of conservation of energy technology absorption foreign exchange earningsand outgo are as follows:

a) Conservation of energy & Technology Absorption: -

The Company is not covered under norms prescribed for such class of companies.

b) Foreign exchange earnings and Outgo

During the year the Company has not done any transactions is Foreign exchange.

16. Corporate Social Responsibility (CSR)

The disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy)Rules 2014 is not applicable to the company.

17. Directors' Responsibility Statement

Pursuant to the requirements under section 134(3)(c) read with section 134(5) of theAct with respect to director's Responsibility statement your directors hereby confirmthat

Pursuant to the requirement under clause (c) of sub-section (3) of Section 134 of theCompanies

Act 2013 with respect to The Directors' Responsibility Statement it is herebyconfirmed that

(a) In the preparation of the annual accounts as on 31st March 2017 theapplicable accounting standards have been followed along with proper explanation relatingto material departures.

(b) appropriate accounting policies have been selected and applied consistently andestimates and judgments made are reasonable and prudent so as to give a true and fair viewof the state of the affairs of the company at the end of the financial year and of theprofit and loss of the company for the period;

(c) Proper and sufficient care for maintenance of adequate accounting records inaccordance with the provisions of Act have been taken for safeguarding the assets of theCompany and for preventing and detecting the frauds and irregularities;

(d) The annual accounts have been prepared on a going concern basis;

(e) The directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

18. Transfer of Amounts to Investor Education and Protection Fund

There were no funds which were required to be transferred to Investor Education andProtection Fund (IEPF).

19. Acknowledgements

An acknowledgement to all with whose help cooperation and hard work the Company isable to achieve the results

By Order of the Board of Directors

Mr.Ashok Agarwal

(Director)

DIN : 01674631

Ms.Sangeeta Shetty

(Director)

DIN:03626180

Place: - Mumbai

Date: - September 1 2017