UNIPORT COMPUTERS LIMITED
ANNUAL REPORT 2005-2006
Your directors have pleasure in presenting the 15th Annual Report and the
Audited Statement of Accounts of the company for the financial year ended
31st May, 2006.
1. FINANCIAL RESULTS 2005-06 2004-05
Turnover 3400 3300
Gross Profit before interest
and depreciation 64 85
Less : Interest Nil Nil
Depreciation Nil 36
Profit Before Tax 64 49
Less : Provision for Taxation Nil Nil
Profit After Tax 64 49
Balance B/F from previous year 326832 326783
Amount available for appropriation 326896 326832
TOTAL 326896 326832
Proposed dividend on equity shares Nil Nil
Corporate tax on dividend Nil Nil
Debenture Redemption Reserve Nil Nil
Balance carried to Balance Sheet 326896 326832
TOTAL 326896 326832
2. MANAGEMENT ANALYSIS AND DISCUSSION:
The sale of the Company for the year ended 31st May, 2006 touched Rs. 34.00
Lakhs and Net Profit were Rs. 0.64 Lakhs.
REVIEW OF OPERATIONS:
During the year under review operations of the Company remained very low
and likely to improve in the current year. Your Company has also helped
many of its clients improve their processes and systems by providing
consulting services and high-end products and solutions.
Your Directors do not recommend any dividend for the year ended 31st May,
DELISTING OF EQUITY SHARES:
As per SEBI guidelines on further issue listing must be listed at any one
of the Nationalized Stock Exchange having nationwide terminals network for
the purpose of trading at BSE/NSE have to obtain the approval of any such
Stock Exchange in the interest of the investors/shareholders. The company
has already taken the approval of the shareholders and submitted the
application for the purpose of de-listing of Equity Shares from the
Kolcutta Stock Exchange Ass. Ltd., Kolcutta due to new norms of the SEBI
(De-listing of Securities) Guidelines, 2003 as the equity shares continue
listed on The Madras Stock Exchange Limited, Chennai (Regional Stock
Exchange), Chennai and The Stock Exchange, Mumbai. The trading of Equity
Shares remained suspended during the year under review at BSE and other
Stock Exchanges, company applied for the revocation of the suspension.
Papers are being processed.
The Company has not accepted any deposit within the meaning of Section 58A
of the Companies Act, 1956 and the rules made there under.
Ms Sunil Pawaskar and Mr Philip Amolik appointed as additional Director of
the-company to fill casual vacancy caused due to resignations of Mr V
Nallaya and Ms B Bhutani from the Board. The Company received Notices under
Section 257 of the Companies Act, with requisite deposits Both the
Directors are retiring at the ensuing Annual General Meeting and being
eligible offers them for re-appointment.
DERECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirement Under Section 217(2AA) of the Companies Act,
1956 with respect to Directors' Responsibility Statement, it is hereby
* That in the preparation of the annual accounts for the financial year
ended 31st May 2006 the Application Accounting Standards had been followed
along with proper explanation relating to material departures.
* That the Directors had selected such accounting policies and applied them
consistently and made judgments and estimates that were reasonable and
prudent so as to give a true and fair view of the state of affairs of the
company at the end of the financial year and the profit or loss of the
company for the year under review.
* That the Director had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of the
company and for preventing and detecting fraud and other irregularities.
* That the Directors had prepared the accounts for the financial year ended
31st May 2006 on a going concern basis.
M/s V S Parab & Associates, Chartered Accountants, Auditors of the company
hold office till the conclusion of the ensuing Annual General Meeting and a
re eligible for appointment.
As there are no employees, drawing remuneration as per provision of Section
217(2A) of the Companies Act, 1956, and due to the there is no requirement
to submit particulars of employees as per the provisions of section 217(2A)
of the Companies Act, 1956, read with the provisions of Companies
(Particulars of Employees) Rules, 1975.
Conservation of Energy, Technology Absorption, Research & Development and
Foreign Exchange Earnings and Outgo:
CONSERVATION OF ENERGY:
The Company's operations involve low energy consumption. However efforts to
conserve and optimize the use of energy through improved operational
methods and other means will continue.
The Technology available and utilized is continuously being upgraded to
improve overall performance and productivity.
RESEARCH & DEVELOPMENT:
Your company believes that Research & Development is continues process and
is a key driver to scalable and sustained corporate excellence. Our
Research & Development activities help us gear for future opportunities and
are focused to provide unique benefits to our customers. Accordingly during
the year; several key focus areas were identified.
Foreign Exchange Earnings : Nil Foreign Exchange Outgo : Nil
A certificate from the auditors of the company regarding compliance of
conditions of Corporate Governance as stipulated under Clause 49 of the
Listing Agreement is attached to this report.
Your Company continues to be committed to the systems of good corporate
governance by increased transparency and accountability to its
shareholders. Pursuant to Clause 49 of the Listing Agreement with Stock
Exchanges, a report On Corporate Governance and Auditors Certificate
regarding compliance of conditions of Corporate Governance are made part of
the Annual Report.
Your Directors place on record their appreciation of the assistance and
support extended by all government authorities, financial institutions,
banks, consultants, solicitors, shareholders and debenture holders of the
company. Yours directors also wish to thank management and staff of the
promoter company, for the continuous guidance and support received from
them. Your directors express their, appreciation for the dedicated and
sincere services rendered by employees of the company.
For and on behalf of the Board
Sunil Pawaskar Philip Amolik
Dated : 26/10/2006
Place : Chennai