Mar 31, 2014
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
Mar 31, 2011
To The Members of Aashee Infotech Limited
The directors have pleasure in presenting the 24th Annual Report
audited financial statements and accounts for the year ended March 31,
2011.
1. FINANCIAL PERFORMANCE
The summary of the financial performance of the Company for the
financial year ended 31st March, 2011 compared to the previous year
ended 31 March, 2010 is given below:
Particulars (Rs. In Lacs)
Year ended Year ended
March 31, 201 March 31,
2010
Net Sales/ Income 1836.01 1994.89
Profit before Depreciation & Tax 8.46 12.67
Depreciation 0.15 0.08
Profit after Depreciation 8.31 12.59
Less: Prior Period Items _ 2.39
Profit before Taxation 8.31 10.20
Deferred Tax. 0,01 0.02
Profit after Tax 8.30 10.18
Balance brought forward from last year (359.46) (369.64)
Balance carried to Balance Sheet (351.16) (359.46)
2. OPERATIONS
During the year under review, the turnover of the Company decreased to
Rs. 1836.01 Lacs as against Rs.1994.89 Lacs reported last year. This
decline is due to market competition & price variations. The Company
has earned a net profit after tax of Rs 8.30 Lacs, as against the net
profit of Rs.10.18 Lacs reported last year.
The Board of Directors is taking further initiatives to enhance the
area of operations which would have significant increase in sales
volume and net profit in coming years.
3. DEPOSITS: ,
Your company has not accepted any deposits from public during the year
under1 review
within the meaning of Section 58-A of the Companies Act, 1956 and the
rules framed there under.
4. DIVIDEND:
Due to accumulated losses, your Directors do not recommend any
dividend.
5. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGERIAL PERSONS
The Company in its Board of Directors meeting held on 27.01.2006 has
approved the "Code of Conduct" applicable for all board members and
senior managerial persons. As per requirement of Listing Agreement and
provisions of "Code of Conduct" were sent to all Directors and the copy
of the same is available from Registered Office of the Company.
6. DIRECTORS:
During the year ended March 31,2011 the Board consisted of the
following Members:
Mr. Inder Bansal : Chairman-cum Managing Director
Mr. Anil Jain : Director
Mr. Arun Jain : Director
Mr. Rajesh Girotra : Director
The Board wishes to place on record its appreciation for the guidance
and valuable services rendered by Mr. Inder Bansal and Mr. Anil Jain
during their tenure as members of the Board.
Mr. Rajesh Girotra, who retires by rotation in the ensuing Annual
General Meeting, is eligible and offers himself for re-appointment.
7. CORPORATE GOVERNANCE:
Your Company believes that Corporate Governance is the basis of
stakeholder satisfaction. Your Company's Governance practices are
described separately in Annual Report.
Corporate Governance is also related to Innovation and strategy as the
organizations ideas of Innovation and strategies are driven to enhance
stakeholder satisfaction.
8. DIRECTORS RESPONSIBILITY STATEMENT: :
Pursuant to Section 217(2AA) of the Companies Act, 1956, the directors
to the best of their knowledge and belief confirm that:
(i) the applicable Accounting Standards have been followed along with
proper explanation relating to material departures, in the preparation
of the annual accounts for the year ended March 31,2011;
(ii) they have selected and applied consistently and made judgments
and estimates that are reasonable and prudent to give a true and fair
view of the state of affairs of the Company as at the end of the
financial year and of the profit of the Company for that period;
(iii) they have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 and for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
(iv) they have prepared the annual accounts for the financial year
ended March 31, 2011 on a 'Going Concern Basis'.
9. AUDITORS AND AUDITORS' REPORT:
M/s RPRP & ASSOCIATES, Chartered Accountants, Statutory Auditors of the
Company will retire at the ensuing Annual General Meeting and are being
eligible for re- appointment. The Company has received certificate from
M/s RPRP & ASSOCIATES, Chartered Accountants to the effect that their
re-appointment, if made, would be within the prescribed limits under
Section 224(1 B) of the Companies Act, 1956 and that they are not
disqualified for such appointment within the meaning of Section 226 of
the said Act. The Board recommends their re-appointment.
10. THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975 AS AMENDED:
During the year under report, there was no employee drawing a salary
exceeding the limits prescribed u/s 217 (2A) of the Companies Act, 1956
read with rules made there under.
11. ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:
à Information as required u/s 217 (1)(e) of the Companies Act, 1956
read with Companies (Disclosures of particulars in the report of Board
of Directors) Rules, 1988 is set out as under:
A. Conservation Of Energy: The Company is not a manufacturing company
hence clause related to conservation of energy is not applicable to the
company.
B. Technology Absorption: The Company accept the latest technologies
whenever required.
C. Foreign Exchange Earning & Outgo: NIL
12.Green Initiatives in Corporate Governance
Ministry of Corporate Affairs has recently permitted Companies to send
electronic copies of Annual Report, notices etc., to the e-mail IDs of
shareholders. We have accordingly arranged to send the soft copies of
these documents to the e-mail IDs of shareholders wherever applicable.
In case any of the shareholders would like to receive physical copies
of these documents, the same shall be forwarded on written request to
the company at Registered Office address. !
13. NSDL & CDSL:
Company's securities are under process for admission with NSDL and CDSL
for dematerialization.
14. LISTING AND LISTING FEE:
The Equity shares of the company are listed at Bombay Stock Exchange
(BSE), Delhi Stock Exchange (DSE), Ahmadabad Stock Exchange (ASE) and
Ludhiana Stock Exchange (LSE). The annual Listing fees for the year
2010-11 have been paid to all these Stock Exchanges.
15. REVOCATION OF SUSPENSION
The company is pursuing with Bombay stock Exchange for revocation of
suspension of trading of its securities. The Board of Directors expects
that the trading of the securities of the company at BSE platform will
resume shortly.
16. ACKNOWLEDGEMENTS
The Board wishes to express appreciation and place on record its
gratitude for the faith reposed in and co-operation extended to the
Company by the Creditors, Investors, Banks and Government Authorities
for their continued support.
Your Directors also wish to place on record their appreciation of the
dedicated and sincere services rendered by the executives and staff of
the Company.
The Directors take this opportunity of thanking them and hope that they
will maintain their commitment to excellence in the years to come,
For and on behalf of the Board of Directors
For Aashee Infotech Limited
INDER BANSAL
Chairman
Place: Delhi
Dated: 6th September, 2011
Mar 31, 2010
The Directors present the Twenty Third Annual Report and the audited
accounts for the year ended March 31, 2010:
1.FINANCIAL RESULTS:
(000)
Particulars 2009-2010 2008-2009
-Sales & Other Income 199488.62 126593.16
-Profit / (Loss) before
extraordinary items 1019.46 676.84
-Profit / (Loss) after Extraordinary
Items
and taxation carried to Balance Sheet. 1019.46 353.07
-Appropriations Proposed Dividend Nil Nil
Transfer to Gen. Reserve Nil Nil
2. OPERATIONS:
During the year under review, the turnover of the Company increased to
Rs. 1994.89 lac as against Rs 1265.93 lac reported last year,
registering an excess trend to the extent of 57%. The company has
earned a net profit, before extraordinary items, of Rs. 10.19 lac, as
against the net profit of Rs.6.76 lac reported last year, which also
registered a increase trend of 51 %.
3. DEPOSITS:
Your company has not accepted any deposits from public within the
meaning of Section 58-A of the Companies Act, 1956 and the rules framed
there under.
4. DIVIDEND:
Due to brought forward losses, your Directors do not recommend any
dividend.
5. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGERIAL PERSONS
The Company in its Board of Directors meeting held on 27.01.2006 has
approved the "code of conduct" applicable for all board members and
senior managerial persons. As per requirement of Listing Agreement and
provisions of "code of conduct" were sent to all Directors and the copy
of the same is available from Registered Office of the Company.
6. DIRECTORS:
Sh. Rajesh Goel has resigned from the Directorship of the Company
during the year under review.
Mr. Anil Jain has appointed as an additional Director w.e.f. 28* April,
2010. Sh. Arun Jain, Director, retire from the board by rotation and
being eligible offer himself for re-appointment. The Board recommends
his appointment as the Director of the Company. There were no other
changes in the Board of Directors during the year under review.
7. CORPORATE GOVERNANCE:
Pursuant to Clause 49 of the Listing Agreement, with the Stock
Exchanges, Report on Corporate Governance has been included in the
Annual Report as separate section.
8. 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:
a) in the preparation of the annual accounts for the financial year
ended 31st March 2010, the applicable Accounting Standards had been
followed along with proper explanation relating to material departures.
b) the directors had selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 year under review.
c) 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 fraud and other
irregularities.
d) the Directors had prepared the accounts for the financial year ended
31st March, 2010 on a going concern basis.
9. AUDITORS AND AUDITORS REPORT:
M/s UBS & Co. Chartered Accountants has given the notice to the
Company, in writing of their unwillingness to be re-appointed. The
Company recommends the appointment M/s RPRP & Associates, Chartered
Accountants, Statutory Auditors of the Company, subject to the approval
of Members at the ensuing Annual General Meeting. The Company has
received letter from M/s RPRP & Associates, Chartered Accountants to
the effect that their appointment, if made, would be within the
prescribed limits under Section 224(1B) of the Companies Act, 1956 and
that they are not disqualified for such appointment within the meaning
of Section 226 of the said Act.
The notes on accounts referred to the Auditors Report are
self-explanatory and therefore do not call for any further comments.
10. THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975 AS AMENDED:
During the year under report, there was no employee drawing a salary
exceeding the limits prescribed u/s 217 (2A) of the Companies Act, 1956
read with rules made there under.
11. ENERGY,TECHNOLGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:
Information as required u/s 217(1) (e) of the Companies Act, 1956 read
with Companies (Disclosures of particulars in the report of Board of
Directors) Rules, 1988 is set out as under:
A. Conservation Of Energy: The Company is not a manufacturing company
hence clause related to conservation of energy is not applicable to the
company.
B. Technology Absorption: The Company accept the latest technologies
whenever required.
C. Foreign Exchange Earning & Outgo: NIL
12. NSDL&CDSL:
As mentioned in the previous years, the companys securities are still
pending for admission with NSDL and CDSL for dematerialization.
13. LISTING AND LISTING FEE:
The Company has paid the listing fee of Bombay Stock Exchange Limited,
Delhi Stock Exchange, Ahmedabad and Ludhiana Stock Exchange in full
including all arrears and all the necessary compliances of Listing
Agreement are complied with all the Stock Exchanges now. The company is
pursuing Bombay stock Exchange for revocation of suspension of trading
of shares.
14. REVOCATION OF SUSPENTION
The Ludhiana Stock Exchange has revoked the suspension on trading of
the shares of the company w.e.f. 11/03/2010. The Company is in Process
of Revocation with Bombay Stock Exchange.
15. ACKNOWLEDGEMENT:
The Directors wish to thank creditors, investors, Banks and Government
Authorities for their continued support. The Directors also wish to
place on record their appreciation for the co-operation and
contribution made by the executives and staff of the Company.
By Order of the Board of Directors
Aashee Infotech Limited
(Inder Bansal)
Place: Delhi Chairman &
Dated: 04.09.2010 Managing Director
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