gwl properties ltd Directors report

DIRECTORS

Your Directors have pleasure in presenting the 88th Annual Report of the Company together with the Audited Financial Statements for the year ended 31st March, 2013.

FINANCIAL RESULTS

	YEAR ENDED 31.03.2013	YEAR ENDED 31.03.2012
PARTICULARS
Profit/(Loss) before Interest and Depreciation	(18,145,112)	(1,101.630)
Interest	7,712	12,217
Depreciation	64,220	62,844
Profit/(Loss) before Tax	(18,217,044)	(1,176,691)
Deferred Tax	(2,355,909)	(561,855)
Profit/(Loss) after Tax	(15,861,135)	(614,836)
Balance brought forward from previous year	53,930,957	54,545,793
Balance carried to Balance Sheet	38,069,822	53,930,957

REVIEW OF OPERATIONS

During the year under review, the Company incurred a loss of Rs. 15,861,135 compared to a loss of Rs. 614,836 in the previous year.

DIVIDEND

The Directors do not recommend any dividend for the year under review.

FIXED DEPOSITS

The Company has neither invited nor accepted any deposits, from the public during the year. The Company does not have any fixed deposits as at the date of the Balance Sheet.

AUDITORS REPORT

In respect of the observations/remarks in the Auditors Report, the relevant notes to the accounts are self-explanatory.

SUBSIDIARY COMPANY

The Audited Accounts of SMN Engineers Limited for the financial year ended 31st March, 2013 together with the Directors Report and the Auditors Report are attached to this report, in accordance with Section 212 of the Companies Act, 1956.

DIRECTORS

In accordance with the provisions of the Companies Act,. 1956 and the Articles of Association of the Company, Mr. Ashok K Kapur, Director of the Company, retires by rotation, and being eligible, offers himself for re-appointment.

Mr. Ravindra K Rajes term of three years as a Wholetime Director is expiring on 25th September 2013. in view of Mr. Rajes vast experience and wide knowledge in finance and management, the Board has recommended his continuity with the Company and accordingly recommended his reappointment as a Whole-time director w.e.f. 26th September, 2013, without any remuneration subject to the approval of the shareholders. Resolution seeking approval of the Members for re-appointment of Mr. Raje as a Whole-time director have been incorporated in the Notice of the forthcoming Annual General meeting along with brief details about him.

All the appointments of the Directors of the Company are in compliance with the provisions of Section 274(1)(g) of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

As required under Section 217(2AA) of the Companies Act, 1956, the Directors hereby confirm that:

(a) in the preparation of Annual Accounts, 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 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, 2013 and of the loss of the Company for that year;

(c) the Directors had, as far as possible, 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, to the best of their knowledge and ability;

(d) the Directors had prepared the Annual Accounts on a going concern basis.

AUDITORS

M/s Lodha & Co., Chartered Accountants, who hold office upto the conclusion of ensuing Annual General Meeting, have signified their willingness to be re-appointed as Statutory Auditors and have confirmed 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/re-appointment within the meaning of Section 226 of the said Act.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, ETC. AND FOREIGN EXCHANGE EARNINGS & OUTGO

Since the Company is not engaged in manufacturing activities, disclosure of information relating to Conservation of Energy and Technology Absorption under 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, is not applicable.

The Company neither incurred any expenditure nor earned any income in foreign exchange.

PARTICULARS OF EMPLOYEES

None of the employees of the Company is in receipt of remuneration exceeding the limit prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975. Therefore, the information required under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, is not applicable to the Company.

ACKNOWLEDGEMENT

Your Directors take this opportunity to thank the statutory authorities, banks, shareholders, employees and other stakeholders for their valued support.

	For and on behalf of the Board of Directors
	Sanjeev Jain	Ravindra K Raje
	Director	Wholetime Director
Place : Mumbaj
Date : 5th July, 2013