DIRECTORS' REPORT To The Members, Your Directors are pleased to present'19th Annual Report of your Company together with the Audited Statement of Accounts and the Auditors' Report of your company for the financial year ended, 31st March, 2014. DIVIDEND: Due to insufficient profits Your Directors do not recommend any dividend for the year under review. DIRECTORS: After the closure of the year, pursuant to the provisions of Section 161(1) of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Dharmesh K. Patel and Mr. Prashant N. Barot were appointed as Additional Directors designated as Independent Directors w.e.f. 05"' June, 2014 and they shall hold office up to the date of the ensuing Annual General Meeting. The Company has received requisite notice in writing from a member proposing them for appointment as an Independent Director. The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013 and under Clause 49 of the Listing Agreement with the Stock Exchanges. After closure of the year,. Mr. Dharmesh K. Lakhani and Mrs. Lataben D. Lakhani, Non-executive Directors of the Company have resigned from the Directorship of the Company w.e.f. 05th June, 2014. The Board places on record its gratitude for the services rendered by Mr. Dharmesh Lakhani and Mrs. 'Lataben Lakhani during their tenure as members of the Board. Mr. Mahendrabhai M. Shah, Director of the company who is liable to retire by rotation, being eligible for reappointment, offers himself for reappointment Management Discussion and Analysis Report The NBFC sector in India is integral to the financial framework of the country. The market conditions is very weak and many companies have given up with the weak situation of the market. We have tried to overcome from this bad scenario of the market. The NBFCs continue to, play a key role in the development of the country by being present in under-banked and unbanked regions and participating in inclusive growth. Your company, Abhishek. Finlease Limited is an Investment and Financial Consultant committed to provide the best financial services to our clients. We strongly believe in building a strong financial community. Our goal is to apply the best risk adjusted return which we achieve through diversified investment style. With the Indian Market continuing to expand and presenting a host of opportunities in. the financial services sector, there are many players who are venturing in this business therefore there is threat of even more competition to the Company. Corporate Governance A-Report on Corporate Governance along with a Certificate from the Statutory Auditors of the Company regarding the compliance of conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement are annexed to this Report! Directors' Responsibility Statement: Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors' Responsibility Statement, it is hereby confirmed that: 1. in preparation of the Annual Accounts, the applicable accounting standards have been followed. 2. the Directors had selected such Accounting Policies and applied them consistently and 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 at the end of the financial year and of the profit or loss of the company for that period. 3. the Directors had taken proper and sufficient care for the maintenance of adequate accounting records ih accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities. 4. the Directors had prepared the Annual Accounts on a going concern basis. Disclosures under Section 217flVd) of the Companies Act, 1956: Except as disclosed elsewhere in this report, there have been no material changes and commitments which can affect the financial position of the-Company occurred between the end of the financial year of the Company and date of this report. Transfer to Reserves in terms of Section 217(l)(b) of the Companies Act, 1956: For the financial year ended 31st March, 2014, the Company has not transfer any sum to Reserves except as per the applicable norms of RBI. Therefore, your Company proposes to transfer the entire amount of profit to Profit and Loss Accounts of the Company. Particulars of Employees: There is no employee in the Company whose particulars are required to be given under section 217(2A) of the Companies Act, 1956 read with the Companies _ (Particulars of Employees) Rules, 1975, as amended. Auditors : M/s. Bhagat & Co., Chartered Accountants, having its office at Ahmedabad, will retire at the Ensuing Annual General meeting of the Company and being eligible offer themselves for re-appointment. Your directors recommends their reappointment as Statutory Auditors of the Company for the next financial year. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo: The particulars as required under the provisions of Section 217(l)(e) of the Companies Act, 1956 in respect of conservation of energy and technology absorption have' not been furnished considering the nature of activities undertaken by the company during the year under review. Further during the year under review, the Company has neither earned nor used any foreign exchange. Acknowledgements : Your Directors place oh record thejr gratitude for the continuing support of Shareholders, bankers and Business associates at all levels. By Order of the Board of Directors Mr. Mahendrabhai M. Shah Chairman and Managing Director Place: Ahmedabad Date: 05th June, 2014 |