| The Members,
The Directors have pleasure to present the Twenty-Second Annual Report
with the Audited Statement of Accounts for the period ended 31st
March. 2013.
FINANCIAL RESULTS
(Rupees in lacs)
PARTICULARS 2012-2013 2011-2012
Gross Profit/loss) before depreciation 5.90 (2.16)
Less: Depreciation 98.49 98.95
Operating Profit/(Lost) {92.59) (101.00}
Less: Deferred tax 0,00 0,00
Profit/!Lass) after Tan (92.59) (101.00)
Add: Waiver of Term Loan /Cash Credit OTS (28S6.66} 1137,41
Profit/(Loss) after Extra Ordinary Stem (2949,25} 1036.40
Add: Debit Balance of Profit &
Loss A/c from previous year (16701.64) (17,73B.04)
fianc‚ available for Appropriation (19650.88) (16,701.54)
Deficit Carried to Balance Sheet (19650.88) (16,701.64)
DIVIDEND
Due to carried forward toeless, your directors regret terrine 11ity to
recommend a dividend for the year under review.
BUSINESS PERFORMANCE
The turnover of the Company during the year ended 2012 -2013 amounted to
Rs 1,19,32, B6S/- as com pa red to Rs. Rs98, 77,523/ranted
year2011-2012 represents a rise in the business of the Company over the
previous year.
D1 HECTORS
Mr Vickram A. Doss hi, Executive Director & Mr. Rajendra Pradhaan,
Non-Executive Director of the Company resigned from directorship of t h
e Company w.e.f. February 06, 2012.
Mr. Dilip Amichand Mehta, Mr. Sanjay JayendrakantSh3h & Mr. Pushkarsmgh
Mehra Elhimssngh was appointed as Additional Director of the Company on
February 03, 2012 by the Board of Directors of the Company & are
proposed to be appointed as a Director of the Company.
As per provisions of Articles of Association of the Company Mr. Sanjay
Shah.. the Director of the Company retires by rotation at the en suing
Annual General Meeting, and being eligible, offers himself for
re-appointment.
Details of directed Ltd seeking re-appointment a t the ending Armful
General Meeting flicked on 2nd September, JDLZ.
Name of Director Mr. Sanjay Shah
Date of Birth 20th October,1961
Date of Appointment 03rd February, 2012
Expertise in specific
functions areas Marketing
List of other Directorships
held exuding foreign
companies Companies under
Section 25 of the Companies
Act 1956 Private companies Four
Chairman/Member of the
committees of the Aboard
of other Companies in which Nil
he/she a Director
SUBSIDIARY COMPANIES
C2M Technologies India Limited
This subsidiary has not undertaken any significant business d Limiting the
year under review.
AUDITORS
The statutory auditors, M/S C. C. Patent Co, Chartered Accountants
retire at the ensuing Annual General Meeting, and have confirmed their
Eligibility and will lingoes to accept the office, if reappointed.
DIRECTORS' REPORT
The observations of the auditory heir add it report are self-
explanatory RESTRUCTURE OF THE COMPANY
The member; are a wane that during 2002-03 the Company became Sort
Industrial Company as per the previsions of Sick Industrial Companies
Act 19S5 ISICAI and a reference was Need with Board for Industrial and
Financial Reconstruction of BIFR) for determination of the measures
with respect of the Company. However sore of the seceding dersinitiated
the proceed register Securitization angry Reconstruction Of Financial
Assets and Enforcement of Security interest Act 2CQ2 (SFFAFS!) against
the Company. As a resist the reference under SICA could not be admitted
by the Bird.
After protracted negotiations with the secured tenders, the majority of
seeded tenders in-principle have agreed to arrive at compromise/
agreement vote in the company and to withdraw The proceedings initiated
under strafe situation, Out of payable six banks have supported the
Company for rehabilitation and reconstruction and also entered for
consent terms outvote which four banks have been fully settled and two
banks [systems I; being don't a;, protected if Consent term.
Remaining five banks above been given revised papoose for re-appointment
and reconstruction which are under their consideration. The Company is
also under negotiations with promoters/ investors to bring in further
funded to re Vive the company
In the circumstances, the Company proposes to restructure it's
activities through Use scheme of Reconstruction / Demerger/
Amalgamation/ Abridgement and Compromise. For this payment Company
/will be required CO file necessary reference to 9IFR under SICA and
/or Scheme of compromise or arrangement under Companies Act 1956
/SRFAESI.
CORPORATE GOVERNANCE
Me strive to maintain the corporate governance as Responsible. In
compliance of Clause 49 of the Listing Agreement with the Bombay
Stock Exchange Limited and National Stock Exchange Limited, 9 Report on
Corporate Governance, along with the Certificate of the Auditor; on
Corporate Governance is annexed to his Report.
FHXEPDEPOS
During the period under review, the Company has neither accepted nor
renewed any public deposits under Section USA, read With Companies
[Acceptance of Deposits) files, 1975.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under section 217 (2AA) of the companies Act 1956 your
directors confirm that;
ii) appropriate accounting policies have been selected and applied them
consistently and the judgments and estimates made an reasonable and
prudent so as to give a true and fair view of these late of ratfish
of that Company a s a t M arch 31,2013 and of its profit for the
period effected awn that date;
iii ) proper and sufficient rare has been taken for the maintenance of
a adequate accounting recur reds accuracy. Farce with the provision to the
Act for safeguarding the assets of the Company and for preventing and
detecting fraud and other Irregularities;
iv) the annual accounts have been prepared on a going concern basis.
CONSERVATION Of ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE EARNINGS Ant OUTGOINGS.
IMFORMAT10N AS PER SECTION ON217(1) (e) READ WITH COMPAME5 (DIRECTORE
OF PARTICULARS IN THE Profit OF BOARD OF Directors) RULES. 1988 FOR THE
Perils OD ENDED MARCH 31. 3013.
CONSERVATION OF ENERGY
Use of natural light through bigger windows; skylights etc This has
resulted in reduction of power consumption.
RESEARCH & DEVELOPMENT
As the Company Is under financial OR UNCH on R&D was earned
out.
PARTICULARS OF EMPLOVEES
Particulars of Employees as required under Sect ten 217[2A) of the Camp
parries Act, 1956 feud with the Companies (Particular of Employees)
Rules, 1975, as amended is not annexed hereto as none of the employees
have drawn remuneration exceeding Rs. 5,00,000/ p.m. or Rs.
60,00,000/-p.a
ACKNOWLEPCEMGNTS
Your Directors greatly appreciate the commitment and dedication of all
the employees Abu would like to thank all our Customers Bankers Accents,
Business Associates and various Government agencies for their construed
support.
For and on behalf of the Board
Place Mumbai (sanjay Nimbalkar)
Date: 30th May, 2013 Executive Director |