| TO THE MEMBERS Sheel International Limited.
The Directors have Pleasure in Presenting the 24rd Annual Report
together with audited statement of accounts for the year ended 31st
March, 2014.
Financial Performance:- (Amount in Rs.)
particulars As on 31.03.2014 As on 31.03.2013
Income
Revenue from operations (gross) 117500.00 665800.00*
Other Income 4167098.00 309044.00
Total Revenue 4284598.00 975544.00
Expenses
Employee benefits expense 1201200.00 77000.00
Depreciation and amortization expenses 448961.00 443961.00
Other expenses 2102715.80 446768.00
Total Expenses 3752876.80 968151.90
Profit (loss) before exceptional and
extraordinary items and tax 531721.20 7392.10
Exceptional Items ---
Profit/ (loss) before tax 531721.20 7392.10
Less: Tax Exp. 101,319.00 --
Less: Deferred Tax 1,129,109.00 --
Profit & Loss for the year (698706.80) -
* Note: In the Previous year Revenue from Operation (net) was 666,500
Less 157,637.00 = Rs. 508863.00
OPERATIONS AND FUTURE PLANS :
The operations for the year under review show Profit before tax of Rs.
5,31,721.20/-
The Operation of plant of the company has been stopped since 1998 due
to scarcity of fund.
TRADEMARK-BILONA
Since the Production of the company has been stopped in the year 1998,
BILONA is the most popular brand which is still holding more demand in
market. Management has decided to lease out this Trade mark to some one
else. M/s Annu Milk Product Limited, who is major supplier of the Dairy
product , like Pure Ghee and skimmed Milk and other dairy product in
the market. On July, 2013 the Brand of BILONA has been assigned by the
company by way of assignment deed for the period of three years w.e.f
July, 2013 to July 2016 .
DIVIDEND :
In view of the past track of the financial of the company huge loss
suffered due to plant is not in operation , no dividend is being
declared by the Board in the current year.
Share Capital:
There is no change in the Authorised Share Capital and paid up Share
Capital of the Company during the previous year.
DIRECTORS :
In pursuant to Article 89 (2) of the Article of Association of the
Company and read with Section 152 of the Company Act, 2013 Mr. Rahul
Kumar, retire by rotation at the ensuring Annual General Meeting and
being eligible offer themselves for re-appointment. The board
recommended their appointment.
Mr. Rishabh Bhutra (DIN-03624597), Chartered Accountant who is existing
member in the board since 2011 and interested to appoint as Independent
Director in the company, hence board has recommended their appointment
as Independent Director in the company for the period of five years
from this Annual General Meeting up to the Conclusion of the 29th
Annual General Meeting which will be held on 2019.
Mr. Madan Chandra Das (DIN-01614950) S/of Sh. H.C Das ,associated with
the company since 1999 who is commerce Graduated with addition
qualification of MBA Finance holding great experience of 14 years in
the corporate and expertise knowledge in Accounts Finance and
Marketing, they had been appointed on 20th August 2001 and they were
using their experience and continue in the board since 2001 They have
shown their interest to appoint as Independent Director, hence board
has recommended their appointment as Independent Director.
DIRECTORS' RESPONSIBILITY STATEMENT:
The Directors responsibility statement pursuant to section 134 (5) of
the Companies Act, 2013 is annexed there to Your Directors have
pleasure to State:
i) That in the preparation of the annual accounts for the financial
year ended 31st March 2014 the applicable accounting standards has been
followed along with proper explanations if any relating to material
departure; ii) That the Directors had selected such accounting policies
and 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 the loss of the Company for the year under review.
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, 2013 for
safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities. iv) That the Directors had prepared
the annual accounts ongoing concern basis.
v) That the Director , in the case of a Listed Company, had laid down
the Internal Financial control to be followed by the Company and that
such internal Financial Controls are adequate and were operating
effectively.
vi) That the Director had advised proper system to ensure compliance
with the provision of all applicable lawa that such system were
adequate and operating effectively.
vii) FIXED DEPOSITS
During the year under review, neither any fixed deposit has been
invited nor any fixed deposit have been renewed by the Company under
the provisions of section 73 of the Companies Act, 2013, read with
Companies (Acceptance of Deposits) Rules, 1975 from the public.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUT GO.
Statement pursuant of Section 134 (3) (m) of the Company Act, 2013 are
annexed hereto and forming part of the report.
CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:
Your Company has taken adequate steps to ensure compliance with the
provision of Corporate Governance as prescribed under the Listing
Agreement with the Appropriate Stock Exchange . A Separate notes on
Corporate Governance and Management Discussion and Analysis Report are
set out as Annexure "A" and "B" respectively. A Certificate from the
Auditor of the company & Company Secretary in practice certifying
compliance conditions of Corporate Governance as stipulated under
Clause 49 of the Listing Agreement is attached to this report.
LISTING AGREEMENTS REQUIREMENTS:
Company is listed at Bombay Stock Exchange and Delhi Stock Exchange the
Compliance under the Listing Agreement is being done on time. The
Trading of the Equity are available at BSE and our shareholder are
requested to demat your equity and use normal trading at Bombay Stock
Exchange. .
STATUTORY DISCLOSURE AND PARTICULARS OF THE EMPLOYEES:
None of the Director of your Company is disqualified as per provision
of Section 164(1) of the Companies Act, 2013. Your Director has made
necessary disclosure as required under various provision of the company
Act, 2013 and clause 49 of the Listing Agreement.
AUDITORS :
M/S Manoj Sangeeta & Associates, Chartered Accountants, New Delhi ,
Auditors of the Company retire at the ensuing Annual General Meeting.
They have expressed their willingness for reappointment. The Board
recommends their reappointment.
ACKNOWLEDGEMENT:
The Board expresses its gratitude to the Government Authorities,
Financial Institutions and Bankers for their continued and valuable
support and co-operation extended to the Company. The Board also
gratefully acknowledged the support extended by the suppliers,
Investors, dealers, Shareholders of Company. The Board also wish to
place on records their sincere appreciation of the wholehearted
co-operation extended and the valuable contribution made by the
employees of all levels. Your directors sincerely thank all members for
supporting us during the difficult days. We look forward to your
continued support and reiterate that we are determined to ensure that
the plans are successfully implemented.
FOR AND ON BEHALF OF THE BOARD
Date:24.05.2014
Place: New Delhi sd/- sd/-
M.C.Das Nitin Maheshwari
Director Executive Director
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