DIRECTOR'S REPORT To, The Members, 1. Your Directors are delighted in presenting the 20th Annual Report on the business and operations of your Company together with Audited Annual Accounts and Cash Flow Statement for the year ended on 31st March, 2015 2. OVERVIEW & OPERATIONS The company is continuously stressing on development of software products. The commercial operations could not be undertaken on full swing due to more stress on software product and market development. 3. FUTURE PROSPECTS & PLANS The Directors are hopeful that performance of the Company would be satisfactory in the current year due to proposed range of services and product developments, which the company proposes to take up. 4. FINANCE The allotment money for the public issue could not be realized this year too. 5. DIVIDEND In view of working capital requirement, no dividend is declared. 6. AUDITORS M/s. R Mohnot & Co., Chartered Accountants, Auditors of the Company retires and being eligible offer themselves for re-appointment. Necessary certificate under section 141 of The Companies Act, 2013 read with Companies' (Audit & Auditors) Rules 2014 has been received from the retiring confirming their eligibility. Auditor's Observations are self- explanatory read with notes on accounts and need no further explanation. 7. Company Secretary As required under the provisions of the companies Act, 2013, The Company has appointed Sh.Gaurav Kaushik , an associate member of the Institute of Company Secretaries of India as the company Secretary w.e.f 1st day of March 2014. 8. DIRECTORS: Mrs Asha Mehta retires by rotation and is eligible for reappointment. At present the Board of Directors of the company comprises of Sh. Kishore Metha, Sh. Nawratan Mall Mehta, Sh. Arnab Banerjee , Smt. Asha Mehta, Sh. krishnanand Parmanand Pant and Sh. Sanjay Kumar Verma 9. COMMENTS ON RESERVATIONS, QUALIFICATIONS OR ADVERSE REMARKS GIVEN IN THE AUDITORS REPORT: During the year under review, there was no audit qualification made by the Auditor in their Report on the Company's financial statements. The Company continues to adopt best accounting practices to ensure a regime of un-qualified financial statements. 10. CORPORATE GOVERNANCE: The Company has implemented the Corporate Governance requirements and a report on compliance of Corporate Governance is enclosed as Annexure to the Director's Report. 11. DIRECTOR'S RESPONSIBILTY STATEMENT U/S 217(2AA): Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors based on the representation received from operating management, confirm that: (i) In the Preparation of Annual Accounts, the applicable accounting standards had been followed along with proper explanation to the material departures. (ii) Directors had in selection of the accounting policies, consulted the statutory auditors and have 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 of the Company for the period. (iii) Directors had taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. (iv) Directors had prepared the Annual Accounts on a going concern basis. 12. CONSERVATION OF ENERGY, TECHNOLOGY, FOREIGN EXCHANGE EARNINGS AND OUT GO: The company was not engaged in any activities hence no information on conservation of energy and technology absorption is given. There were no foreign exchange earnings and outgoing during the year. 13. PARTICULARS OF EMPLOYEES : The Company has not paid any remuneration attracting the provisions of Companies (Particulars of Employees) Rules, 1975 read with Section 217 (2A) of the Companies Act, 1956. Hence no information is required to be appended to this report in this regard. 14. ACKNOWLEDGEMENT Your Directors wish to convey their gratitude and appreciation to all employees of the Company for their valuable contribution during the year. They also wish to place on record their appreciation to the Company's Customers, Investors, Shareholders, Bankers, Suppliers, Distributors and other business associates for their cooperation and support. BY THE ORDER OF THE BOARD Sd/- MR. KISHORE MEHTA (DIRECTOR) DIN: 00043865 Sd/- MR. NAWRATAN MALL MEHTA (DIRECTOR) DIN: 00858126 PLACE: JAIPURDATE: 08.09.2015 |