watson software ltd Directors report

WATSON SOFTWARE LIMITED ANNUAL REPORT 2006-2007 DIRECTORS REPORT Dear Members, Your Directors have pleasure in presenting the 18th Annual Report and the Audited Statement of Accounts of your Company for the financial year ended 31st March, 2007. FINANCIAL RESULTS: (Rs. In Lacs) Particulars 2006-07 2005-06 Sales and other Income 06.10 07.25 Loss before Interest (0.38) (0.16) Depreciation & Tax Less : Depreciation - - Loss before Tax & Interest (0.38) (0.16) Provision for Taxation & Interest - - Loss after Taxation & Interest (0.38) (0.16) Balance brought forward 50.45 50.61 from previous year Balance carried forward 50.07 50.45 to next year. AUDITORS: It is recommended to appoint M/S P.R. AGARWAL & AWASTHI, Chartered Accountants, the Statutory Auditor for the current year and fix their remuneration. PARTICULARS OF EMPLOYEES: The particulars as required under section 217(2A) of the Companies Act, 1956 read the Companies (Particulars of Employees) Rules, 1975 are not given or non of the Employees of Your Company is covered by the prescribed amount of remuneration in this connection. DIVIDEND: In view of the loss suffered during the year, Directors are unable to recommend any dividend on the equity shares for the year under review. CLAIM FOR FIRE: The insurance company sanctioned claim of Rs. 1 Lacs which is taken by PNB who does riot have a charge registered with the Registrar Of Companies. The Company has not invited/received any Fixed Deposit from the public during the year under report. LITIGATION: There is no litigation against company except a matter in DRT II, by Punjab National Bank. The Decree issued by DRT II is disputed by the company as it differentiates in amounts and dues of directors in personal capacities. DIRECTORS: MR. SANJAY RATHI Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible for offers him-self re- appointment. DIRECTORS RESPONSIBILITY STATEMENT: Your Directors confirm that: 1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; 2. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of your Company at the end of the financial year and of the profit or loss of the Company for that period under review; 3. The Directors had 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 your Company and for preventing and detecting frauds and other irregularities; 4. That the Directors had prepared the annual accounts for the year ended 31st march, 2007 on a going concern basis. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGOING. The information as required by the Companys (Disclosures of particulars in the report of Board of Directors) rules. 1988 is given in the annexure forming part of the report. ACKNOWLEDGEMENT: Your Directors wish to place on record their appreciation for the whole hearted and sincere cooperation, the company has received from its dealers, suppliers, various Government Authorities & Share Holders of the Company. By Order of the Board of Directors For Watson Software Limited Mrs. Neela S. Mody Directors Place: Mumbai Date : 11.07.2007 ANNEXURE TO DIRECTORS REPORT: Information as per Section 217(I)(e), read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, and forming part of the Directors Report. A. Conservation of Energy: The Production is totally stopped during the year under report. a) Energy Conservation measures taken: The Company has been continuously making effort to conserve energy by close monitoring energy consumption equipments and by economizing on the use of power in production by installing latest equipments. b) Additional Investment and proposal: If any being implemented for reduction. of consumption of energy Nil. c) Impact of measures (a) and above: These measures have resulted in reduction in cost of production. 13. Technology Absorption: 1. Research and Development (R&D): a) Specification areas in which research and Development carried out by company - None b) Future Plan of Action to continue in-house Research and Development activities in the relevant areas. c) Expenditure on Research & Development: It has not been shown under respective heads of expenditure in the profit and loss Account as no separate account in maintained. 2. Technology absorption, adaptation and innovation: The company is constantly interacting with indigenous Raw material & Machinery supplier as also with National & International Laboratories / Agencies with a view to absorb and adopt latest technologies in the field of its range of products. By Order of the Board of Directors For Watson Software Limited Mrs. Neela S. Mody Managing Director Place: Mumbai Date : 11.07.2007 MANAGEMENT DISCUSSION AND ANALYSIS REPORT: OVERVIEW: The year under review was one of the difficult years of the company. The company is looking for profitable ventures as its main area of functioning release paper, label stock and bopp tape. FINANCIAL HIGHLIGHTS: CURRENT YEAR PREVIOUS YEAR 31.03.2007 31.03.2006 PAT (38000) (16046) EBID (38000) (16046) PROFIT/LOSS AFTER 0 0 EXTRA ORDINARY ITEM EPS (0.00) (0.00) DEBT INDUSTRY STRUCTURE AND DEVELOPMENT: The economy is passing through a recessionary phase. The whole industry suffered and number of companies reported huge losses. This is mainly because of changes in technology, which has rendered old equipments out of market. Your directors are working on a plan to add new and latest equipments to successfully compete in the market. OPPORTUNITIES AND THREATS: Growth in the paper industry is a foregone conclusion. Due to various developments in the Indian economy, as Asia is the fastest growing region in the world for the paper sector. Besides, the company is making efforts in making inroads in the software sector. The same is likely to be crystallized in near future. FUTURE BUSINESS OUTLOOK: In this information age the knowledge is power. Timely and accurate information is sought by a number of companies. A large number of companies are looking for diversification plans as their existing activities are no more profitable. The company plans to venture into such activities which may the fill up the demand and supply gap in the software sector. INTERNAL CONTROL SYSTEMS: The level of activities of the company at present is quite low, Keeping in view the scale of operation, size of the company, the company has adequate internal control procedure commensurate with the nature of its business and size of its operations. RISKS AND CONCERNS: The business of the company largely depends on the improvement of government policies, investment decisions, inflation, and timely payments by the customers. The company will endeavour its best to capitalize on its strengths and improve upon its weak areas. HUMAN RESOURCES DEVELOPMENT: Rather than recruiting permanent employees, the company will prefer to out source various services based on assignments in hands. This will minimize the risk and keep the overheads at reasonable level. FOR AND ON BEHALF OF THE BOARD Mrs. Neela S. Mody CHAIRMAN Place: Mumbai Date : 11.07.2007