Global Stone India Ltd. के निदेशक की रिपोर्ट

Mar 31, 2013

The Members,

The Directors of your Company have pleasure in presenting the 28th Annual Report of the Company with the Audited Annual Accounts for the financial year ended on 31st March 2013.

FINANCIAL HIGHLIGHTS

The Financial Results of the Company for the year ended 31st March, 2013 are as under: (Rs. in Lacs)

Particulars For the Year For the Year Ended on Ended on 31st March, 2013 31stMarch, 2012

Income/Revenue from Operations 7.32 -

Manufacturing & Administrative Expenditures 40.12 4.10

(Loss) before Interest, Depreciation & Tax (32.80) 4.10

Less: Interest, Depreciation & Tax - -

(Loss) After Interest, Depreciation & Tax but Before

Exceptional Items (32.80) (4.10)

Exceptional Items - 0.44

(Loss) before Taxation (32.80) (4.54)

Net Loss for the year (32.80) (4.54)



OPERATIONS

During the year under review, the Company could not operate its business satisfactorily due to non- availability of any business opportunity. Further, the continued scarcity of good quality raw material, steep rise in the overall cost of inputs, absence of working capital finances have made the operations of the Company economically unviable. The accumulated losses till end of the financial year have amounted to Rs. 2595.79 Lacs. However, the Management explored various feasible alternatives, but was forced to close down its manufacturing unit in previous year.

FUTURE OUTLOOK

The management of the Company expects to commence operations at any other alternate place and therefore any turning around of the Company in the near future is very likely. Now, the Company has recommenced trading activity for old stocks and various other business activities. The Company expects to enhance its business activities in the days to come.

DIVIDEND

In view of the accumulated losses, your Directors regret their inability to recommend dividend for the year.

BOARD OF DIRECTORS

Mr. R. C. Soni, Director of your Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

STATUTORY AUDITOR

M/s. S M N P & Co., Chartered Accountants, Mumbai the Statutory Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, offers themselves for reappointment.

COMPANY SECRETARY

During the year Board of Director appointed Ms. Surabhi Panwar, Company Secretary of the Company dated 16th July, 2012. However, due to some personal reason she expressed unwillingness to continue as a Company Secretary in the company and tendered her resignation to the Board of Director on 30th September, 2012 which was duly accepted by the board.

The Board places on record its deep appreciation for valuable contributions rendered by Ms. Surabhi Panwar, during her tenure as Company Secretary of the Company.

AUDITORS'' REPORT

There are no specific observations in the Auditors'' Report requiring further comments under Section 217(3) of the Companies Act, 1956.

REPORT ON CORPORATE GOVERNANCE

The Company has fairly complied with the requirement of Corporate Governance in terms of Clause 49 of the listing agreement. A detailed report on Corporate Governance is given in the Annexure I which form part of this report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors confirm 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 accounting policies are consistently applied and reasonable, prudent judgment and estimates are made so as to give a true and fair view of the state of affairs of the Company at the end of the financial year;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Information as required under section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosures of particulars in report of the Board of Directors) Rules, 1988, is not applicable on the Company in consequence of closure of manufacturing operations in the company during the year.

PARTICULARS OF EMPLOYEES

The Company had no employees in the category mentioned in Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS

The Company has not accepted any deposits from the public during the year ended on 31st March, 2013.

APPRECIATION

The Directors are pleased to record their appreciation for the support and contributions made by all the concerned agencies.

By order of the Board of Directors For GLOBAL STONE INDIA LIMITED

K. N. GARG CHAIRMAN

Place: Indore (M.P.) Date: 21st August, 2013

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Mar 31, 2012

The Members,

The Directors of your Company have pleasure in presenting the 27th Annual Report of the Company with the Audited Annual Accounts for the financial year ended on 31st March 2012.

FINANCIAL HIGHLIGHTS:

The Financial Results of the Company for the year ended 31st March, 2012 are as under:

(Rs. in Lacs) Particulars For the Year For the Year Ended on Ended on 2011-12 2010-11

Sales/Revenue from Operations - -

Manufacturing & Administrative Expenditures 4.10 5.26

(Loss) before Interest, Depreciation & Tax (4.10) (5.26)

Less: Interest, Depreciation & Tax - -

(Loss) After Interest, Depreciation & Tax but Before Exceptional Items (4.10) (5.26)

Exceptional Items (.44) -

(Loss) before Taxation (4.54) (5.27)

Net Loss for the year (4.54) (5.27)



OPERATIONS:

During the year under review, the Company could not operate its business satisfactorily due to non- availability of any business opportunity. Therefore, revenue from operation was nil during 2011-12. Further, the continued scarcity of good quality raw material, steep rise in the overall cost of inputs, absence of working capital finances have made the operations of the Company economically unviable. The accumulated losses till end of the financial year have amounted to Rs.2562.99 Lacs. However, the Management explored various feasible alternatives, but was forced to close down its manufacturing unit.

FUTURE OUTLOOK:

The management of the Company expects to commence operations at any other alternate place and therefore any turning around of the Company in the near future is very likely. Now the Company has recommenced trading activity for old stocks and various other business activities. The Company expects to enhance its business activities in the days to come.

DIVIDEND:

In view of the accumulated losses, your Directors regret their inability to recommend dividend for the year.

BOARD OF DIRECTORS

Mr. K. L. Daga, Director of your Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

AUDITORS

The Company has received a notice dated 05th July, 2012 from Ms. Pushpa Garg, Member of the Company, having 57,000 Equity Shares of Rs. 10/- each, of the Company, requiring that M/s S M N P & Co., Chartered Accountant, Mumbai be appointed as statutory auditor of the Company in place of retiring auditor M/s G R S R A & CO., Chartered Accountants, Bangalore.

M/s S M N P & Co., Chartered Accountant, Mumbai has given their consent letter to act as Statutory Auditors of the Company and a certificate to the effect that their appointment as a Statutory Auditors, if made would be in accordance with the limit specified in Section 224(IB) of the Companies Act, 1956.

Now, your Directors recommend the appointment of M/s S M N P & Co., Chartered Accountant, Mumbai as Statutory Auditors of the Company from conclusion of the ensuing Annual General Meeting till conclusion of the Annual General Meeting.

Necessary resolution for appointment of M/s S M N P & Co., Chartered Accountant, Mumbai, as Statutory Auditors is being proposed in the notice for approval of the Shareholders.

AUDITORS'' REPORT

There are no specific observations in the Auditors'' Report requiring further comments under Section 2173(3) of the Companies Act, 1956.

COMPANY SECRETARY

During the year Board of Director appointed Ms. Surabhi Panwar, Company Secretary of the Company dated 16th July, 2012. However, due to some personal reason she expressed her unwillingness to continue as a Company Secretary in the company and tendered her resignation to the Board of Director on 30th September, 2012 which was duly accepted by the board.

The Board places on record its deep appreciation for valuable contributions rendered by Ms. Surabhi Panwar, during her tenure as Company Secretary of the Company.

REPORT ON CORPORATE GOVERNANCE

The Company has fairly complied with the requirement of Corporate Governance in terms of Clause 49 of the listing agreement. A detailed report on Corporate Governance is given in the Annexure I which form part of this report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors confirm 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 accounting policies are consistently applied and reasonable, prudent judgment and estimates are made so as to give a true and fair view of the state of affairs of the Company at the end of the financial year;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

(a) CONSERVATION OF ENERGY:

The Company has placed continuous thrust on saving of electrical energy in the office area. The total energy consumption and energy consumption per unit of production as per form "A" is not given, due to closure of the operations.

(b) TECHNOLOGY ABSORPTION:

NIL

(c) RESERCH AND DEVELOPMENT:

As a policy, continuous thrust on Research and Development is being maintained.

(d) FOREIGN EXCHANGE EARNINGS AND OUTGO: NIL

PARTICULARS OF EMPLOYEES

The Company had no employees in the category mentioned in Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS

The Company has not accepted any deposits from the public during the year ended on 31st March, 2012.

APPRECIATION

The Directors are pleased to record their appreciation for the support and contributions made by all the concerned agencies.

By order of the Board of Directors For GLOBAL STONE INDIA LIMITED

K. N. GARG CHAIRMAN Place: Indore (M.P.) Date: 07th July, 2012

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Mar 31, 2011

Dear Shareholders,

The Directors of your Company have pleasure in presenting the Twenty-Sixth Annual Report of the Company with the Audited Annual Accounts for the Year ended at 31st March 2011.

FINANCIAL HIGHLIGHTS:

The Financial Results of the Company for the year ended 31st March, 2011 are as under:

(Rs. in Lacs) Particulars 2010-11 2009-10

Sales and other Income - 33.00

Total Manufacturing & Administrative Expenditures 4.70 58.25

Profit/(Loss) before Interest, Depreciation & Tax (4.70) (25.25)

Interest and Finance Charges 0.56 2.82

Profit/(loss) Before Depreciation and Taxation (5.26) (28.07)

Fringe Benefit Tax - 0.01

Provision for taxation - -

Profit/(Loss) after Taxation (5.26) (28.08)

Prior Period Adjustments (0.01) (01.03)

Balance b/f from previous year (2553.17) (2524.07)

Balance carried to Balance Sheet (2558.44) (2553.17)



OPERATIONS:

The operations of your Company during 2010-11 were far from satisfactory. During the year the income of your Company is Nil against the sales and operating income Rs.33.00 Lacs in the previous year. The net loss of the Company during the year of Rs.5.27 Lacs in comparison to previous year net loss of Rs.29.10 Lacs.

Actually the continued scarcity of good quality raw material, steep rise in the overall cost of inputs, absence of working capital finances and lower scale of activities have made the operations of the Company economically unviable. Therefore the accumulated losses till end of the current financial year have mounted to Rs.2558.44Lacs. In view of this continued heavy losses in the operations, the Management of the company explored various possibilities to continue manufacturing operations but were forced to close the manufacturing unit in previous year. The company management having tried all the alternate options, does not see any possibility of revival of the company in future in the current operating circumstances.

CLOSURE OF THE COMPANY:

In the circumstances explained above and with a view to conserve available resources from further depletion as well as to save further administrative and maintenance cost on the loss making operations, the Company has given a closure notice to the Labour Secretary, Department of Labour, Government of Karnataka, Bangalore intimating closure of the Manufacturing operations in the Company during the previous year. The dues of all the employees and workers of the Company (except gratuity) have been settled during the previous year and now during the year under review there was no employee working in the Company.

FUTURE OUTLOOK:

The management of the Company expects to commence operations at any other alternate place and therefore any turning around of the Company in the near future is very likely. Now the Company has recommenced trading activity for old stocks and various other business activities. The Company expects to enhance its business activities in the this day to come.

DIVIDEND:

In view of the losses, your Directors regret their inability to recommend dividend for the year.

DEMATERIALISATION FACILITIES:

The Company is continuing the agreement with Central Depository Services (India) Ltd.(CDSL). Accordingly, the equity shares of the Company can now be held in the electronic form with CDSL and the members can have their holding in depository account. The ISIN number allotted by CDSL to the equity shares of the Company is INE 057G01019. Members who have not converted their shares into demat form may get the same done as the equity shares of the company shall be tradable in dematerialized mode only on the stock exchanges.

DELISTING OF SECURITIES FROM STOCK EXCHANGES:

Equity shares of the Company are continued to be listed at Five Stock Exchanges. As there is no trading in the Equity Share of the Company at any of the Stock Exchanges the Board of Directors have decided to de-list its equity form three Stock Exchange i.e Madhya Pradesh Stock Exchange, Indore, Madras Stock Exchange, Chennai and The Stock Exchange, Ahemdabad but keeping the listings at Bangalore (BGSE) and Bombay Stock Exchanges. Necessary resolution in these regard has already been passed by the shareholder in the 19th Annual General Meeting. The listing of Equity Shares shall continue for trading at BSE and BGSE.

DIRECTORS:

Mr. K. N. Garg, Director of your Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

AUDITORS:

The Auditors, M/s. G R S R A & CO., Chartered Accountants, Bangalore, retire at the conclusion of the ensuing Annual General Meeting and being eligible offers themselves for re-appointment.

REPORT ON CORPORATE GOVERNANCE:

The Company has fairly complied with the requirement of Corporate Governance in terms of Clause 49 of the listing agreement. A detailed report on Corporate Governance is annexed as Annexure forming part of this report.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Your Directors confirm 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 accounting policies are consistently applied and reasonable, prudent judgement and estimates are made so as to give a true and fair view of the state of affairs of the Company at the end of the financial year;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis.

RESPONSE TO AUDITOR''S QUALIFICATION:

Auditor''s Report Point No.3(v) - One of the independent directors of the Company has become disqualified because of his directorship in other company. Despite the adverse financial status of affairs of the company, the Board of Directors is looking for a suitable alternative for the independent directors for appointment in the Board.

Annexure to Auditor''s Report Point No.13 - The demand of sales tax dues is due to late submission of C & H forms against which the company has filed appeal before the appropriate authorities which has been heard and the order is awaited.

Other comments of the Auditors are already quantified and adequately dealt with elsewhere in the notes to the accounts or Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

(a) CONSERVATION OF ENERGY:

The Company has placed continuous thrust on saving of electrical energy in the office area. The total energy consumption and energy consumption per unit of production as per form "A" is not given, due to closure of the operations.

(b) TECHNOLOGY ABSORPTION:

NIL

(c) RESERCH AND DEVELOPMENT:

As a policy, continuous thrust on Research and Development is being maintained.

(d) FOREIGN EXCHANGE EARNINGS AND OUTGO: NIL

PARTICULARS OF EMPLOYEES:

The Company had no employees in the category mentioned in Section 217 (2A) of the Companies Act, 1956.

FIXED DEPOSITS:

The Company has not accepted any deposits from the public during the year ended on 31st March, 2011.

ACKNOWLEDGEMENT:

The Directors are pleased to record their appreciation for the support and contributions made by all the concerned agencies.

By order of the Board of Directors For GLOBAL STONE INDIA LIMITED

K. N. GARG CHAIRMAN Place: Indore Date: 30th June, 2011