| Dear Members,
On behalf of the Board of Directors of your Company, it is my privilege
to present the 27th Annual Report on the business and operations of the
Company together with the Audited Statement of Accounts for the
financial year ended March 31, 2014 and Auditor's Report thereon.
Financial Highlights:
The Profit & Loss Account of your Company on standalone basis shows a
loss of Rs. 0.071 Lacs. The brief financial highlights are as below:
(Rs. In Lacs)
Particulars Year Ended Year Ended
March 31, 2014 March 31, 2013
Total Income 704.43 8108.41
Profit before depreciation 1.43 14.34
Depreciation 0.32 0.05
Profit after Depreciation 1.400 14.29
Profit before tax 1.400 14.29
Provision for Taxation (Current & Deferred) 0.46 3.55
Profit After Taxation (0.07) 10.74
Operational Performance:
During the financial year 2013-14, the Company has recorded revenue of
Rs. 704.43 Lacs. The Company has earned net loss of Rs. 0.071 Lacs
during the year as compared to profit Rs. 10.74 Lacs in the last year.
The Directors are optimistic about future performance of the Company.
Your Company has incurred the above stated loss due to falling margins
and intense competition in the products dealt with by the Company. The
company took note of the same and constituted Strategic Review
Committee to review the marketing strategy and to suggest changes in
the product mix. On the basis of the Report of Committee slow moving
and/or non-selling products have been phased out for the efficient and
smooth running of business. This has resulted in steep fall in Income
which is being reflected in the annual Accounts of the Company for the
year ended 31st March, 2014. It is, however, expected that the change
in policy of product mix shall have positive effects in the operations
of the company in the years to come.
Public Deposits:
During the year, the Company has not invited/accepted any deposits
under Section 58A of the Companies Act, 1956.
Dividend:
In view of the inadequacy of profits, your Directors do not recommend
any Dividend for the Financial Year ended on 31st March, 2014.
Updates on Proposed Merger:
In the Board Meeting held on June 28, 2013, the Board of Directors of
the Company had approved the Scheme of Amalgamation which consists of
Merger of Jatalia Global Ventures Ltd (JGVL), Jatalia Industrial Park
Pvt Ltd (JIPL), Lusa Private Ltd (Lusa) and Surya Soft-Tech Ltd (Surya)
[Transferor Companies] with Aashee Infotech Ltd. (AIL) [Transferee
Company], The Application under clause 24(f) of the listing agreement
had already been submitted to the Designated and Regional Stock
Exchange(s) where the shares of Aashee Infotech Limited are listed. The
petition under section 391- 394 of the Companies Act, 1956 has been
submitted to Hon'ble High Court of Punjab and Haryana at Chandigarh.
The Meeting of Shareholders of the Transferee Company for the Scheme of
Amalgamation shall be convened on September 5, 2014 vide order dated
25th July, 2014 of Hon'ble High Court of Punjab and Haryana at
Chandigarh.
Change in Registered office:
During the year under review, the Company has filed e-form 18 under
section 17 of the Companies Act, 1956 to the Registrar of Companies,
NCT of Delhi and Haryana, for shifting of Registered Office of your
Company within the local limits of Gurgaon and Haryana without change
in the Jurisdiction of the Registrar of Companies, NCT of Delhi and
Haryana from ANM House, SCO 11-12, 2nd Floor, Part-ll, Sector-15,
Gurgaon Haryana-122001 to A-48/40, DLF Phase-1, Gurgaon-122002, Haryana
w.e.f. 22.10.2013 Directors:
Articles of Association of the Company provide that at least two-third
of our Directors shall be subject to retirement by rotation. One-third
of these retiring Directors must retire from office at each Annual
General Meeting of the Shareholders. The Retiring Directors are
eligible for re-election.
Mr. Anil Kumar Jain, Director retires by rotation and being eligible
offer himself for re-appointment at the ensuing Annual General Meeting.
Company Secretary:
Mr. Chandra Kishor Jha who was appointed as Company Secretary of the
Company with effect from 1st November, 2011 had resigned and his
resignation was accepted with effect from 28th December, 2013.
Mr. Anand Parkash Sharma a fellow member of the ICSI, Delhi has been
appointed, by the Board of Directors of the Company, as Company
Secretary of the Company with effect from 31st July, 2014.
Statutory Auditors:
M/s. UBS & Co. Chartered Accountants (Firm Registration No. 012351N),
Delhi, Statutory Auditors of the Company, holds office until the
conclusion of the ensuing Annual General Meeting and is recommended for
re-appointment. A Certificate from the Auditors has been received to
the effect that their re-appointment, if made, would be within the
limits prescribed under section 139 of the Companies Act, 2013 and that
they are not disqualified for re-appointment within the meaning of
section 141 of the said Act.
Auditors Observations:
The observations made by Auditors with reference to notes to account
are self explanatory and need no comments.
Compliance certificate:
The Company has obtained a Compliance Certificate under Section 383A of
the Companies Act, 1956 from a Whole Time Company Secretary in Practice
and same has been attached with the Report.
Directors' Responsibility Statement:
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956 with respect to Directors' Responsibilities Statement, it is
hereby confirmed:
(i) that in the presentation of the annual accounts for the financial
year ended March 31, 2014, the applicable accounting standards have
been followed;
(ii) that the Directors had selected such accounting policies and
applied them consistently and made judgments and estimates that are
made 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 that period;
(iii). that the Directors had taken proper and sufficient care 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 frauds and other
irregularities;
(iv) that the Directors had prepared the annual accounts for the
financial year ended March 31, 2014 on a going concern basis.
Personnel:
Your Company has talented and dedicated professional employees to help
the Company achieve its goal. To retain and develop these employees,
human resources group has been working with an objective to enhance
employee competence through various initiatives and maximizing employee
contribution towards the organizational goals.
Information in accordance with the provisions of Section 217(2A) of the
Companies Act, 1956 read with the Companies (Particulars of Employees)
Rules, 1975, as amended, is not applicable to the Company since there
is no such employee who fulfills the requirement of that section.
Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings & Outgo:
Pursuant to Section 217 (1) (e) of the Companies Act, 1956, read with
the Companies (Disclosure of Particulars in the Report of the Board of
Directors) Rules, 1988
Particulars Current Year Previous Year
2013-14 2012-2013
A. Conservation of Energy Nil Nil
B. Technology Absorption Nil Nil
C. Foreign Exchange Earnings & Outgo Nil Nil
Corporate Governance:
The report of Corporate Governance and Management Discussion and
Analysis Report has been annexed to this report and forms part of the
Director's Report
Cessation
During the year Mr. Varun Sharma expressed his inability to continue as
a Director due to other commitments and submitted his resignation. The
Board of Directors has accepted the same and placed on record its
appreciation for the services rendered by Mr. Varun Sharma during his
tenure as Director of the Company.
Employees
The Company has taken a number of initiatives to attract, retain and
develop talent in the organization. Some of them include HR (HR query
management system), the employee referral scheme, increments every
three months, training & development programs, medical insurance,
social functions etc.
The Managing Director has been addressing the employees on periodic
basis to provide information on development of the Company and to
understand the concerns of the employees.
Your Company understands that the employees are the main assets of the
company and it is necessary that they feel challenged to use their
intellectual skills to the best of their abilities and add value to
themselves even as they add value to the Company.
Acknowledgement
The Directors are thankful to the Bankers, Customers, Dealers, and
Vendors for their valuable support and assistance.
The Directors wish to place on record their appreciation of the
commendable work done, dedication and sincerity by all the employees of
the Company at all levels during the year under review.
The Company will make every effort to meet the aspirations of its
shareholders and wish to sincerely thank them for their whole hearted
co-operation and support at all times.
For and on behalf of the Board
For Aashee Infotech Limited
Place: Delhi
Sd/-
Chairman & Managing Director
Date: 6th August, 2014 Name - lnder Bansal
DIN-00005426 |