Disclosure in board of directors report explanatory DIRECTORS’ REPORT Dear Shareholders, Yours Directors have pleasure in presenting the Sixth Annual Report on the business and operations of the Company and the Audited Statement of Accounts for the year ended 31st March, 2014. FINANCIAL RESULTS: The Financial Results of the company for the year ended 31st March, 2014 are being highlighted as under: (Amount in Rs. Lacs) Particulars | 2013-14 | 2012-13 | Total Revenue | 25367.95 | 50530.64 | Less: Expenses | 25367.98 | 49328.11 | Profit/(loss) before Tax and prior period items | (0.02) | 1202.53 | Add: Prior Period Items | 63.11 | 0 | Profit/(loss) before Tax | 63.09 | 1202.53 | Less: Provision for Tax | (24.99) | 397.75 | Profit/(Loss) after Tax | 88.08 | 804.78 | Balance b/f from previous year | 1024.51 | 219.73 | Balance Carried forward to Balance Sheet | 1112.59 | 1024.51 | RESULT OF OPERATIONS: Consequent to the exit of Viterra Asia Pte. Limited owing to termination of Joint Venture agreement with them, the volume of the operations of the company has been reduced and thus revenue of the Company has also decreased from Rs. 50,530.64 Lacs in the FY 2013 to Rs. 25,367.95 Lacs in the current Financial year. Accordingly, the profitability of the company has also reduced to Rs.88.08 Lacs in the current year as compared to Rs. 804.78 Lacs in the previous year. During the year the company has entered into a consultancy agreement with Vitol Asia Pte Limited to provide services as the sole service level provider in India relating to agro products such as wheat, pulses and grains etc. carried on in the India by way of Local purchase/procurement and /or import of agro products including distribution/ sale of agro products and export of agro products from India. The Vitol group is a Swiss based, Dutch owned multinational energy and commodity Trading Company with Physical Trading and distribution being the core business. The company was founded in 1966 and has almost 40 offices worldwide with a group turnover of USD 307 Billion. The directors believe that this arrangement will enable the company to grow further in the Indian Agro Commodities market. DIVIDEND: With a view to conserve the resources of the company for future activities, the Directors of the company do not recommend any dividend for the F.Y. 2013-2014. DEPOSITS: The Company has not invited/accepted any public deposits within the meaning of the provisions of Section 58A of the Companies Act, 1956 during the year under report. DIRECTORS: During the year under review Mr. Kim On Khew and Ms. Sharmila Gaikwad have resigned from the directorship. The Board places on record its appreciation for the valuable contribution. Mr. Vivek Kohli, Mr. Ashish Madan & Mr. Subhas Chandra Jain were co-opted as Additional Directors on the Board of your company and will hold office till the date of forthcoming Annual General Meeting. A notice has been received in writing from the member proposing the candidature of Mr. Vivek Kohli, Mr. Ashish Madan & Mr. Subhas Chandra Jain for being appointed as a Non-Executive Independent Director of the company. DIRECTORS’ RESPONSIBILITY STATEMENT: Pursuant to the provision of Section 217 (2AA) of The Companies Act, 1956, the Board hereby certifies and confirms that: (i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; (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 your company at end of the financial year ended on 31st March, 2014 and of the profit of the company for that period; (iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956 for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities. (iv) the statements of accounts for the year ended on 31st March, 2014 have been prepared on a going concern basis. AUDITORS: M/s V.R.Bansal & Associates, Chartered Accountants( Firm Registration No.016534N) the retiring auditors of the company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Company has received a certificate from them that their re-appointment, if made, would be within prescribed limits under Section 139 of the Companies Act, 2013. The Board recommends their re-appointment.
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