Directors Report of Sibar Software Services (india) Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting before you the 15th Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2014.

FINANCIAL RESULTS:

(Rs.in Lakhs)

Particulars Year ended Year ended 31-3-2014 31-3-2013

Income 10.93 15.20

Profit before Tax 0.01 0.04

Less: Provision for Taxation 0.00 0.00

Profit After Tax 0.01 0.04

Add: Balance in Profit & Loss A/c.

b/fd from previous year (849.32) (849.36)

Profit Available for Appropriation (849.31) (849.32)

PERFORMANCE:

During the year 2013-14, the Company has achieved a turnover of Rs 10.93 Lakhs amounts and incurred a net profit Rs. 0.01 lakhs.

Independent Directors

In accordance with Sections 149, 152 read with Schedule IV read with relevant Rules of the Companies Act, 2013 Shri. Balasubramanian Krishnan and Shri. Venkata Ramana Reddy Baddam as independent Directors of the Company not liable to retire by rotation upto the conclusion of the 20th Annual General Meeting of the Company in the calendar year 2019."

Retiring by Rotation

In accordance with the requirements of the Companies Act, 2013 Shri K. Srinivas, Director of the Company are liable to retire by rotation at the Annual General Meeting and, being eligible, offer themselves for reappointment at the ensuring Annual General Meeting.

Brief resume of the Directors proposed to be reappointed, nature of their expertise in specific functional areas, names of the companies in which they hold directorships and relationships between directors inter-se, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges in India, are provided in the Report on Corporate Governance.

Statutory Auditors

Pursuant to the provisions of Section 139(2) of the Companies Act, 2013, on rotation of audit firms, and based on the recommendation of the Audit Committee, the Board has re-appointed M/s. HANUMAIAH&CO Chartered Accountants, Vijayawada as the Statutory Auditors of the Company to hold office from conclusion of this Annual General Meeting to the Conclusion of the next Annual General Meeting. M/s. HANUMAIAH&CO Chartered Accountants, Vijayawada, have confirmed that the appointment, if made, would be within the prescribed limits under Section 141 of the Companies Act, 2013. Accordingly, the appointment of M/s. HANUMAIAH&CO,Chartered Accountants, Vijayawadas, as the Statutory Auditors, is being proposed as an Ordinary Resolution.

Management''s Discussion and Analysis Report

Management''s Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of Listing agreement with the Stock Exchanges in India, is presented in a separate section forming part of the Annual Report.

Fixed Deposits:

The Company has not accepted any deposits from the public in terms of Section 58A of the Companies Act, 1956

Particulars of Employees:

It is to report that there are no employees drawing salary of Rs.2,00,000/- or more p.m. or Rs.24,00,000/- or more per year or part thereof.

Your directors also place on record their deep sense of appreciation of the services of the staff and workers of the Company, who have contributed for the administration of the Company''s affairs.

Directors Responsibility Statement:

Pursuant to the requirements under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

i) in the preparation of the annual accounts, the applicable accounting standards read with requirements set out under Schedule VI to the Companies Act, 1956, have been followed and there are no material departure from the same;

ii) the Directors have 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 as at March 31, 2014 and profit for the year ended on that date;

iii) the Directors have 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 and

iv) the Directors have prepared the annual accounts of the Company on a ''going concern'' basis.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Out Go:

The particulars relating to Conservation of Energy, Technology absorption, Foreign Exchange earnings and outgo as required under section 217 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 are as follows

a) Conservation of Energy

The company''s operations require low energy consumption. Adequate measures are taken to conserve energy whenever possible.

b) Technology absorption, Adoption and Innovation

There is no information to be furnished regarding Technology Absorption as your Company has not undertaken any research and development activity in any manufacturing activity nor any specific technology is obtained from any external sources, which needs to be absorbed or adopted.

c) Foreign Exchange earnings and outgo: Nil

Corporate Governance:

In pursuance of Clause 49 of the Listing Agreement entered into with the stock exchanges, a separate section on Corporate Governance has been incorporated in the annual report for the information of shareholders. A certificate from the auditors of the Company regarding compliance with the conditions of Corporate Governance as stipulated under Clause 49 also forms part of the annual report.

Acknowledgements:

Your Directors wish to place on record their gratitude to the Company''s shareholders, customers, vendors and bankers for their continued support to the company growth initiatives. Your Directors also wish to place on record, their appreciation of the contribution made by employees at all levels, who through their competence, sincerity, hard work, solidarity and dedicated support, have enabled your Company to make rapid strides in its business initiatives Your Directors also thank the Central and State Governments and their various agencies and other Governmental agencies for extending their support during the year, and look forward to their continued support.

On behalf of the Board of Directors Sd/-

Subhransu Sekhar Pani Executive Director

Place: Hyderabad

Date: 14.08.2014

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Mar 31, 2010

The Directors have pleasure in submitting the 11th Annual Report alongwith Audited Accounts for the year ended on 31st March, 2010.

Financial Results:

(Rs.in Lakhs) Particulars Year ended Year ended

31-3-2010 31-3-2009

Gross Income 3.83 17.01

Profit before Tax (6.50) 0.00

Less Provision for Taxation 0.00 0.00

Profit after tax (6.50) 0.00

Add Balance in Profit & Loss

Account b/fd from previous year (428.90) (428.90)

Profit available for appropriation (435.40) (428.90)

During the year under review,

in spite of the Directors of your company are making their efforts to promote the business of software development, the company could not make any progress in its business as the market for software development is highly competitive.

Future Plan:

The Board is planning to expand rapidly its existing products to all over the country i.e., to educational in- stitutions etc.,. Though having ample orders in hand due to shortfall of financial inflow and human resources your Company was not achieved pre determined tar- gets. Your Board is hopeful to come out this situation at the earliest.

Directors:

Sri. S. Ramasubramanian and K. Balasubramanian Direc- tors of your Company retire by rotation and being eligible offer themselves for reappointment.

Your Directors place on record their sense of appreciation for the services rendered by out going directors.

In terms of Article 105 of the Articles of Association of the Company and retire by rotation at this Annual Gen- eral Meeting and being eligible, is proposed for re-ap- pointment.

CONSERVATION OF ENERGY, TECHNOLOGY AB- SORPTION & FOREIGN EXCHANGE EARNINGS AND OUT GO :

The required information as per Sec 217 (1) (e) of the Companies Act 1956 is provided hereunder:

A. Conservation of Energy :

The Company has been continuosly aking efforts to reduce energy consuption. The management is striv- ing to achive cost reduction by economical usage of energy and to bring a general awareness about energy conservation aong emmmmployees.

B. Technology Absorption :

1. Research and Development (R&D) : NIL

2. Technology absorption, adoption and innovation : NIL

C: Foreign Exchange Earnings and out Go :

Foreign Exchange Earnings : Nil

Foreign Exchange Outgo : Nil



PARTICULARS OF EMPLOYEES:

No employee is in receipt of remuneration exceeding the limits prescribed under Section 217 (2A) of Companies Act, 1956

Corporate Governance:

The Company has complied with all mandatory provi- sions of Corporate Governance as prescribed under the Listing Agreements of the Stock Exchangess with which the Company is registered. A separate report on Corpo- rate Governance is produced as a part of the Annual Re- port along with the Auditors statement on its compli- ance.

Directors Responsibility Statement:

Pursuant Section 217 (2AA) of the Act, your Directors confirm the following:

- that in the preparation of the Annual Accounts for the year ended 31st March, 2010, the applicable account- ing standards have been followed and that there were no material departures.

- that the Directors have selected such accounting poli- cies and applied them consistently and made judge- ments 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 ended 31st March, 2010 and of the profit of the company for that year.

- that the Directors have 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 ir- regularities.

- that the Directors have prepared the annual accounts on a going concern basis.

Auditors:

Sri Hanumaiah & Co, Chartered Accountants, Vijayawada, Auditor of the Company, retires at the ensuing Annual General Meeting and since eligible, being proposed for re- appointment.

Acknowledgements:

Your Directors wish to palce on record their deep sense of appreciation for the whole hearted and sincere co-opera- tion received from the shareholders, bankers, clients and authorities of stock exchanges. Your Directors also wish to thank all the employees for their unstinted co-opera- tion in achieving good performance by your Company during the year.

By order of the Board

Sd/-

xxx

(S. Ramasubramanian)

Director Place: Vijayawada

Date : 02.09.2010