terrygold india ltd Directors report


Dear Members,

Your Directors have pleasure in presenting their 26thAnnual Report on the business and operations of the company and the accounts for the financial year ended March 31, 2018

FINANCIAL RESULTS;

Particulars 2017-18 2016-17
Total Revenue -
Profit/(Loss)before Interests Depreciation (1,24,077) (1,31,800)
Less: Interest and Depreciation - -
Profit/(Loss)After Depreciation& Tax (1,24,077) (1,31,800)
Profit/(Loss)before Tax (1,24,077) (1,31,800)
Less: Tax -
Net(Loss) (1,24,077) (1,31,800)
Deficit Carried to Balance Sheet (1,24,077) (1,31,800)

Review of Operations and State of Companys affairs

As you are aware that our unit is a 100% EOU and we do not have permission to sell in the domestic market to cope up with the changing fashion and demand. This is possible once the unit is revived its operations with the induction of Financial Investor with whom the negations are in advance stage, who needed information on the factual of loan position from SASFC is awaited under RTI Act.

The unit is not operational since December 2004.The Company had suffered a major Fire Accident during August 2000 that destroyed the Stock and Assets and the Insurance Company repudiated the claim of the Company and resulted into a major cash crunch. The net worth of the company as on March 31, 2000 became negative and the Honble BIFR had declared Company as Sick Industrial unit and registered the Case No.210/2000 on 02.03.2001 and appointed IDBI as operating Agency, who failed to formulate a rehabilitation package keeping in view the provisions of Section 18 of the SICA Act. The Company had filed Writ Petition before the Honble High Court of AP in April 2017against the dismissal orders of Honble AAFIR in the Winding up orders of Honble BIFR Bench-1.

The Company had replied to the impugned NOTICE issued by ASREC (INDIA) LTD, the other secured creditors on 18.06.2017 u/sl3(2) of the SARFACEI Act 2002 on 20.07.2017denying all the allegation there in view of the existing paripasu charges with other secured creditors and have no jurisdiction to issue so. Your Directors are perusing with ASREC for considering carrying out the Valuation of the mortgaged assets and to reach a Compromise settlement.

The continued efforts of your Directors resulted into withdrawal of all the cases filed byM/s TVS Finance and Services Limited against your Company and its Directors.

During the period under review, the Company have made a Net Turn over of Rs. NIL and posted a Loss of Rs.l24077/-compared to previous year loss of Rs. 131800/-.

Amount transferred to reserves:

No Amount has been proposed to transfer to Reserves.

Proposed Dividend:

No Dividend has been proposed (recommended) during the current year.

Particulars of Technology absorption, foreign exchange earnings and outgo

The information required under sectionl34 of the Companies Act, 2013 read with the Companies (Disclosure of Particulars in the report of Board of Directors) rules, 1988 is as follows:

Technology Absorption N. A
Foreign Exchange earnings Nil
Foreign Exchange Outgo Nil

Number of Meetings of the Board held during the financial year ended 31$t March 2018.

Board met five times during the year and the gap between their two consecutive meetings did not exceed one hundred and twenty days. The dates of the above meetings were:

29.05.2017, 27.07.2017, 22.09.2017, 26.10.2017, 24.01.2018 and 26.02.2018 Deposits from public The company has not accepted any deposits from public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet.

Issue of Equity Shares with Differential Rights, Sweat Equity, ESOS, etc..

The Company is having only Equity Shares and no any other types of Shares.

Disclosure in respect of voting rights not exercised directly by the employees in respect of companys (share capital & shares to which the scheme debenture) rules relates No shares were exercised by the employees in the company.

Particulars of Loans, Guarantees or Investments under Section 185 & 186 of the Companies Act, 2013:

The company does not have any Loans, Guarantees or Investments which are required to be reported under Section 185 & 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014.

Particulars of Contracts or Arrangements with Related Parties Referred to in Sub-Section (l) of Section 188 During the year there are no contracts or arrangements with related parties referred to in Sub Section (1) of section 188 of Companies Act, 2013 which are required to be reported in the directors report under section 188 of Companies Act, 2013.

Details of Directors or Key Managerial Personnel who were appointed or have resigned during the Year

During the year no Directors or Key Managerial Personnel have been appointed or have resigned.

Directors Responsibility Statement:

Pursuant to Section 134 (5) of the Companies Act, 2013, your board of directors, to the best of their knowledge and ability, confirm that:

1) in the preparation of the annual accounts, the applicable IND AS have not been adopted due to the reasons that the company became a sick since December 2000, the company is not into operations for several years and trading of shares were also suspended since Financial Year 2000-01. However, financial statements have been prepared in accordance with the Indian GAAP;

2) 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 at the end of the financial year and of the loss of the company for that period;

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

4) the directors have prepared the annual accounts on assumption of there is an effect on going concern basis;

5) the directors have not laid down internal financial controls to be followed by the company due to the reasons that the company became a sick since December 2000, the company is not into operations for several years;

6) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Separate section containing a report on performance and subsidiaries, associates& JVs included in the Consolidated FS of the Co: Not Applicable.

Sexual Harassment

Under the Sexual Harassment of Women at the work place (Prevention, Prohibition & Redressal) Act, 2013, No complaints were received or disposed off during the year under the above Act.

Statutory Auditors:

M/s LAKSHMI AND ASSOCIATES. Chartered Accountants FRN:012482S, Hyderabad was appointed for five years up to 30th Annual General Meeting subject to ratification by the members for re-appointment at the Annual General Meeting.

The Company has received letters from them to the effect that their appointment, if made, would be within the prescribed limits under Section 141(3)(g) of the Companies Act, 2013 and that they are not disqualified for appointment.

Auditors Report

The auditors report on the financial statements of the company is part of this report and it contains qualifications with respect to non-adoption of IND AS.

Explanations or Comments with respect to Auditors Report:

Qualification in Independent audit Report:

The Company has not complied with IND AS, as notified by MCA in Rule 3 & 4 of The Companies (Indian Accounting Standards) Rules, 2015.

Management Reply:

During the Financial Year 2000-01, the Company had suffered a ma)or Fire Accident and became a sick industry since December 2000. Further, the company is not into operations for several years. Furthermore, trading of shares was also suspended since FY2000-01.

Due to the above reasons, the company has not adopted IND AS Material changes and Commitments since the end of the Financial Year There were no material changes or commitments between the end of the financial year and the date of this report.

Development and Implementation of Risk Management: Not Applicable

Change in the nature of business There is no change in the nature of business of the Company.

Details of Significant Orders Passed by the regulators, courts, and tribunal: No any orders passed by any courts.

Acknowledgement

Your Directors wish to place on record their appreciation of the valuable co-operation extended to your Company by its bankers and various authorities of the State and Central Government. They thank the Distributors, Dealers, Consignment Agents, suppliers and other business associates of your Company for their continued support. Your Board also takes this opportunity to place on record its appreciation of the contributions made by employees of your company at all levels and last but not least, of the continued confidence reposed by you in the Management.

ANNEXURE TO THE DIRECTORS REPORT

Particulars required under the companies (Disclosure of particulars in the report of Board of Directors) Rules 1988.

Since there was no activity in the unit during the year under review there are no particulars under this item.