| Dear Members,
The Directors are pleased to present the 20th (Twentieth) Annual Report
and the Audited Accounts for the financial year ended March 31,2014.
SUMMARY OF THE FINANCIAL RESULTS (Rs. in Lacs)
Particulars 2013-2014 2012-2013
Gross Income 19.15 20.99
Depreciation 0.00 0.00
Profit/Loss after Depreciation 8.37 9.70
Tax- Current 1.10 0.00
Deferred 0.00 0.00
Profit/loss after tax 7.27 9.70
PERFORMANCE
Net Revenue from Operations for the year ended March 31,2014 was at
RsO.OO. Profit before tax for the year was at Rs 8.37 Lacs representing
a decline of 13.71% per cent over the previous year.
APPRQPRIATTONS
DIVIDEND
The Board does not recommend any dividend for I.he financial year
2013-14.
TRANSFER TO LRESEBVES
According to Companies (Transfer of Profits to Reserves) Rules, 1975,
your Company is not mandatorily required to transfer certain minimum
percentage of profits to general reserve and hence the Board has
recommended a transfer of Rs. Nil to the general reserve and an amount
of Rs. 7.27 lacs has retained in the profit and loss account.
LISTING OF SHARES
The Company's share continues to remain listed with the Bomhay Stock
Exchange
CORPORATE GOVERNANCE
The Company is committed to good corporate governance in line with the
Listing Agreement. The Company is in compliance with the provisions on
corporate governance specified in the Listing Agreement with the Bombay
Stock Exchange Limited.
A certificate of compliance from M/s Pinakin Shah & Co., Ahmedabad, a
practicing Company Secretary and the report on Corporate Governance
form part of this Directors' Report.
DIRECTORS
ShriBahubali Shah (DIN- 00347465}and ShriAmam Shah (DIN- 01617245)
retire at the Annual General Meeting and have offered themselves for
re-appointrnent. It is also proposed to appoint Shri Himanshu Kamdar
(DIN 01239167), Shri Bharatbhai Shah (DIN 01912009) and Shri Ashok
kumar Damani (DIN 02229475), as Independent Directors of the Company
for a term up to 5 years, at the forthcoming Annual General Meeting.
Necessary Resolutions for the appointment of the aforesaid Directors
have been included in the Notice convening the ensuing Annual General
Meeting and details of the proposal for appointment are mentioned in
the explanatory statement to the Notice.
STATUTORY DISCLOSURES:
ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
Information required under Section 217(l) (e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the Report
of the Board of Directors) Rules, 1988, with respect to conservation of
energy, technology absorption and foreign exchange earnings/outgo is
included in Annexures A and B.
PERSONNEL
The Industrial Relations scenario continued to be cordial. The Company
regards its employees as a great asset and accords high priority to
training and development of employees.
Information as per Section 217(2A) of the Companies Act, 1956, read
with the Companies (Particulars of Employees) Rules, 1975, and
Companies (Particulars of Employees) Amendment Rules, 2011 is Nil.
CODE OF CONDUCT
The code of conduct for all Board members and senior management of the
Company has been laid down and is being complied in words and spirit.
The declaration on compliance of code of conduct signed by CEO of the
Company is included asa part of this annual report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
confirm that:
(a) In the preparation of the annual accounts, the applicable
accounting standards have been followed;
(b) Appropriate accounting policies have been selected and applied
consistently and have made judgements and estimates that are reasonable
and prudent, so as to give a true and fair view of the state of affairs
of the Company as at March 31,2014 and of the profit of the Company for
the year ended March 31,2014;
(c) Proper and sufficient care has been taken 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;
(d) The annual accounts have been prepared on a going concern basis.
CASH FLOW
A Cash Flow statement for the year ended 31st March, 2014 is attached
to the Balance Sheet.
AUDITORS
M/s Dinesh R. Shah & Nanavati, Chartered Accountants, Ahmedabad
[Membership No. 008228] were appointed as the statutory auditors of the
Company for financial year 2013-14 at the Annual General Meeting (AGM)
of the Company held on 18/09/2013. M/s Dinesh R. Shah & Nanavati,
Chartered Accountants, Ahmedabad [Membership No. 008228] have been the
Auditors of the Company since financial year 2010-11 and have completed
a term of 3 years. As per the provisions of section 139 of the Act, no
listed company can appoint or re-appoint an audit firm as auditor for
more than two terms of five consecutive years. In view of the above,
M/s. Dinesh R. Shah & Nanavati, Chartered Accountants, Ahmedabad
[Membership No. 008228], being eligible for re appointment, offer
themselves for re-appointment and based on the recommendation of the
Audit Committee, the Board of Directors proposes their reappointment as
the statutory auditors of the Company.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from public.
INSURANCE
The Company's assets are adequately insured against major risks
MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and Analysis has been reviewed by the Audit
Committee and the same forms a part of the Annual Report.
ACKNOWLEDGEMENT
The Board appreciates and places on record the contribution made by
employees to the sustained satisfactory business performance during the
period under review. The Board also places on record their appreciation
of the support of all stakeholders particularly shareholders,
customers, suppliers, the medical fraternity and business partners, all
of whom have contributed to the Company's success.
Place' Ahmedabad For and on behalf of the Board
Date:30/07/2014
Bahubali Shah
Chariman
Registered Office:
606, Sakar I
Opp. Nehru Bridge
Ashram Road
Ahmedabad 380009
Gujarat, India. |