ami computers i ltd Directors report

AMI COMPUTERS (INDIA) LIMITED ANNUAL REPORT 2002-2003 DIRECTORS REPORT Your Directors have pleasure In Presenting the Annual Report together with the Audited Accounts of the Company for the year ended March 31, 2003. FINANCIAL RESULTS: (Amount in Rs.) Year ended Year ended 31.03.2003 31.03.2002 Gross Income 27870000 73661906 Total Expenditure 62692572 58617000 Gross profit before Depreciation & Taxation -20118218 15044906 Depreciation -14704354 14746534 Profit before Tax -34822572 298372 Provision for Tax - 35000 Profit after Tax -34822572 263372 Paid-up Equity Capital 100244000 100244000 Reserves & Surplus 52207657 87030229 PERFORMANCE DURING THE YEAR AND FUTURE PLAN: During the year under review the Company slowly dissociated itself from the computer software business and laid emphasis on the Share Transfer and Share Registrar business and it look forward to get engaged in more aggressively in the share transfer and registrar business which is now seen moving on the recovery track Osier sluggishness during the year under review. DIVIDEND: In view of the loss suffered by the company, the Board of Directors are not in a position to recommend any dividend for the year under review. FIXED DEPOSITS: Your Company has not accepted any fixed deposits and, as such no amount of principal interest was outstanding on the Balance Sheet date. BOARD OF DIRECTORS: Sri. K.M. Jain retires by rotation at this meeting and is eligible for reappointment. The Board recommends the reappointment of Sri. K.M. Jain. AUDIT COMMITTEE: Pursuant to Section 292A of the amended Companies Act. 1956 your Company has Constituted on Audit committee comprising of four members viz., Sri. K.M. Jain, Sri. A. Mukherjee, Sri. R.K. Mishra and Sri. V.K. Jain. The Committee is chaired by Sri. K.M. Jain. CORPORATE GOVERNANCE: Your Company has consistently stood for good corporate governance. As per the Schedule of Implementation of Corporate Governance Guidelines Issued by the Securities and Exchange Board of India, a report on corporate governance is provided In the Annual Report for the year 2002-2003. AUDITORS: M/S. R. Pugalia & Co. Chartered Accountants, hold office as Auditors of the Company until the conclusion of the ensuing Annual General Meeting and Is recommended for reappointment. The Company has received a Certificate from them to the effect that their re-appointment, if made, would be within the limits prescribed under Section 224(5) of the Companies Act, 1956. In respect of the observations made by the Auditors in their Report. your Directors wish to state that the respective notes to the accounts are self explanatory and do not call for any further comments. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING & OUTGO: Particulars required under Section 217(1)(e) of the Companies Act, 1956, on conservation of energy. technology absorption and foreign exchange earning & outgo are not applicable to the company. DIRECTORS RESPONSIBILITY STATEMENT: In compliance with Section 217(2AA) of the Companies Act, 1956 the Directors to the best of their knowledge and belief confirm that: i) That in the preparation of the accounts for the financial year ended 31st March, 2003, the applicable accounting standards have been followed along with proper explanation relating to material departures; ii) That the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the slate of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review; iii) 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 irregularities: iv) That the Directors have prepared the accounts for the financial year ended 31.03.2003 on a going concern basis. PARTICULARS OF EMPLOYEES: The particulars as required under Section 217(2AI of the Companies Act 1956 read with the Companies (Particulars of Employees) Rules. 1975 (as amended) are not applicable, as none of the employees of the Company falls under the figure prescribed. APPRECIATION: Your Directors acknowledge the recognition accorded and trust reposed in your Company by all by the investors, Banks, Securities and Exchange Board of India, Stock Exchanges and other Government Agencies and record their appreciation of the support lent by them. The results that your Company has achieved in the year under review would not have been possible without the co-operation and full support of all its employees. Your Directors place on record their sense of appreciation of the valuable contribution made by the staff of the Company. By order of the Board Place: Kolkata K.M. Jain Dated: 30.06.2003 Director