DIRECTOR’S REPORT
To
The Members,
…………………………………………………
……………………………………….,
…………………………………………………
Your Directors have pleasure in submitting their Annual Report on the business and operations of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2015
1. FINANCIAL RESULTS
The Company’s financial performance for the year under review along with previous year’s figure are given hereunder:
(Amount in Rs.)
| Particulars | 2014-15 | 2013-14 |
| Sales | ||
| Profit/(Loss) before financial Charges & Depreciation | ||
| Less : Financial Charges | ||
| Less : Depreciation | ||
| Profit/(Loss) before tax | ||
| Add/(Less) deferred tax liability | ||
| Income Tax Provision | ||
| Profit/Loss after Taxation |
2. DIVIDEND
No Dividend is being declared for the current financial year due to conservation of Profits.
3. RESERVES
Due to insufficient profit, no amount is proposed to carry to General or any other Reserves.
4. SHARE CAPITAL
During the year under review, the Company has not issued any equity shares with differential rights or Sweat equity shares or employees stock options. The Company has also not made any provision of money for purchase of its own shares by employees or by trustees for the benefit of employees.
5. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS
During the financial year ended March 31, 2015, your Company earned Profit Before Tax of Rs…………………….. as against Rs……………………….. in the previous financial year. The Revenue from operations has been Rs…………………………… as against Rs…………………… during previous financial year.
Considering the difficult macro-economic conditions and challenging business environment, the Company’s performance during the year under review was satisfactory. Your directors expect that with stable government in centre, estimates of better GDP growth rate, the Company’s strong business model, continued research and development, and continued confidence of customers your Company should achieve better performance in the time to come.
6. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
No material changes and commitments affecting the financial position of the Company occurred from the end of the financial year i.e. 31st March,2015 till the date of this report.
7.CHANGE IN THE NATURE OF BUSINESS
During the year under review, there is no change in the nature of business of the Company.
8. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’SOPERATIONS IN FUTURE
During the year under review, no order has been passed by any Regulator or Courts or Tribunal or any other Authority which may affect the going concern status of the Company or affect the Company’s operations in future.
9. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The Company does not have any Subsidiary or Joint venture Company.
10. DEPOSITS
The Company does not have any deposit accepted from public. Further, during the year under review also, the Company has not accepted any deposits from Public or in violation of The Companies (Acceptance of Deposits) Rules, 2014.
11. STATUTORY AUDITORS
……………………………………….., Chartered Accountants, were appointed as Statutory Auditors in the last Annual General Meeting for a period of five years i.e. upto the Financial year 2018-2019 subject to confirmation at each Annual General Meeting. Their continuance of appointment and payment of remuneration are to be confirmed in the ensuing Annual General Meeting.
12. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS
There were no qualifications, reservations or adverse remarks made by the Auditors in their report. The provisions relating to submission of Secretarial Audit Report in not applicable to the Company.
13. ANNUAL RETURN
The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 is attached to this Report.
14. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The operations of the company are not much energy intensive. However, the company made efforts to conserve energy consumption wherever feasible
The company’s operations and process are based on Indigenous technology which has been fully absorbed. The company has in-house R & D cell for development and improvement of products.
There is no earning and outgo of foreign exchange during the year under review.
15. DIRECTORS AND KEY MANAGERIAL PERSONNEL
There is no change in the Directors of the Company during the year under review. The Provisions of Section 203 of the Companies Act,2013 regarding appointment of Key Managerial Personnel are not applicable on the Company.
16. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
The Board met five times during the financial year 2014-15. The maximum interval between the two board meetings doesn’t exceed 120 days.
17. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.
18. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
There was no contract or arrangements made with related parties as defined under Section 188 of the Companies Act, 2013 during the year under review.
19. DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submit its responsibility Statement:—
(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are 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 of the profit and loss of the company for that period;
(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual accounts on a going concern basis; and
(e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
20. ACKNOWLEDGEMENTS
Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companies activities during the year under review. Your Directors express their deep sense of appreciation for all the employees whose commitment, co-operation, active participation, dedication and professionalism has made the organization’s growth possible.
Your Directors also acknowledges gratefully the shareholders for their support and confidence reposed on your Company.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
………………………………………………………………………………
DATE: 30-08- 2015 …………………………………………………….
PLACE: KANPUR DIRECTOR
DIN:…………..
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