Shri Matre Power & Infrastructure Limited.
Your Directors have pleasure in presenting their report together with audited accounts for the financial year ended 31st March, 2014.
2. FINANCIAL PERFORMANCE
The Financial performance of the Company for the year 2013-14 is indicated below :
|Less : Expenditure excluding||1,77,32,078||77,55,239|
|Interest, Depreciation & prior period and Extraordinary items|
|Profit / (Loss) before Interest, Depreciation &||2,65,49,228||(21,04,667)|
|prior period and Extraordinary items Interest||-||-|
|Profit / (Loss) before Depreciation||2,65,49,228||(21,04,667)|
|Profit / (Loss) before prior period and||(11,39,827)||(3,21,79,667)|
|Prior period and Extraordinary items||0||0|
|Net Profit / (Loss) before provision for Taxation||(11,39,827)||(3,21,79,667)|
|Provision for Taxation|
During the year, the company incurred cash profit of Rs 2,65,49,228 (previous year loss of Rs. 21,04,667). After providing for depreciation amounting to Rs.2,76,89,055 (previous year Rs.3,00,75,000), the total Loss for the year stood at Rs.11,39,827 (previous year Loss of Rs.3,21,79,667).
Your company is actively pursuing opportunities in the Solar Power Generation field as well as in the Infrastructure sector. However we could not penetrate into the solar power generation field so far due to several reasons such as low and not feasible rates. Further due to the then uncertain political scenario at the National level as well as the State bifurcation issue in Andhra Pradesh, there was a lull in both the fields. Your company is in the process of tying up Joint Ventures in the infrastructure development field.
Your company is in the process of divesting its LPG assets so that it would be able to mobilize the required capital for its new projects. Your company is hopeful that it would be in a position to raise the required capital in this financial year through the sale of the old LPG assets at Kakinda which are not being utilised.
As you are aware, your company is already debt free and thus in a better position to achieve its objectives once the above is accomplished.
It is the earnest endeavor of your Directors to turn the company around and make it profitable once again at the earliest.
3. Deployment of Funds :
|Sources of Funds||31.03.2014||31.03.2013|
|Share Holders Funds||34,95,71,304||35,07,11,131|
|Non Current Liabilities||3,07,25,467||3,08,44,576|
|Application of Funds|
|Long Term Loans & Advances||35,65,051||35,65,051|
|Other Non - Current Assets||10,97,51,995||9,12,33,827|
4. SUBSIDIARY COMPANY :
No subsidiary company.
5. SALE OF ASSETS AT KAKINADA:
In terms of approval accorded by AGM at the meeting held on 26th December 2006, for sale of assets at Kakinada, action was already commenced during October 2013 for sale of assets by issuance of necessary schedule of assets for disposal, particulars of land, etc. to some of the interested parties. Negotiations are at different stages and the Board expects that proposals will be finalised by March 2015."
As your Company still has accumulated losses, the Directors regret to inform you that they are not in a position to recommend any Dividend for the year ended 31.03.2014.
Your Company has not accepted any Deposits during the year.
Pursuant to the provisions of sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 (Act) and the Rules framed thereunder, read with Schedule IV to the Act, as amended from time to time, and Clause 49 of the Listing Agreement, every listed public company is required to have at least one-third of the total number of directors as independent directors, who are not liable to retire by rotation.
The Board of Directors at their duly held meeting on 28th August 2014 recommended the appointment of Mr. B.K. Sinha and Mr. V. Subrahmanyam as Independent Directors for a term of 5 years from September 24, 2014 up to September 23, 2019 at this Annual General Meeting.
During the year under review Mr. D.V. Rajasekhar has resigned from the office of the Director of the Company with effect from 31st July 2013.
As per Section 149(1) of the Companies Act, 2013 and The Companies (Appointment & Qualification of Director) Rules, 2014 which come into force on 1st April 2014 every listed company, within one year from the date the section came into force need to comply with the requirement of having at least of one woman director on their Boards.
To comply with the above provisions of the Act Ms. Deekshita Dontamsetti has been appointed as Additional Director (Non-Independent) of the company by the Board in its meeting held on 31st July 2014, subject to the approval of members in the general meeting.
Your Directors recommend the resolution for your approval.
The Statutory Auditors M/s. Venugopal & Chenoy, Chartered Accountants, appointed by the Members at their earlier Annual General Meeting retire at the conclusion of this Meeting and they are eligible for re-appointment. The Members are requested to appoint the Auditors and fix their remuneration.
During the year none of the employees is in receipt of remuneration in excess of the limits prescribed u/s. 217(2A) for the Companies Act, 1956, read with Companies (Particulars of Employee) Rules, 1975, as amended from time to time.
11. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A "Management Discussion and Analysis Report" has been furnished separately and the same forms part of this report.
12. CORPORATE GOVERNANCE
A brief report on Corporate Governance in compliance with clause 49 of the Listing Agreement is annexed.
13. DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER
SECTION 217 (2AA) OF THE COMPANIES ACT, 1956.
Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Directors responsibility Statement, it is hereby confirmed:
(i) that in the preparation of the accounts for the financial year ended 31st March, 2014 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 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 your 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 your Company and for preventing and detecting fraud and other irregularities.
(iv) that the Directors have prepared the accounts for the financial year ended 31st March, 2014 on a going concern basis.
The Board wishes to place on record its deep sense of gratitude and appreciation to all the Promoters and Shareholders for their whole hearted support to your Company. The Board also wishes to acknowledge the help and assistance rendered by the Banks, Dealers, Customers, Suppliers, Collaborators, Consultants and Contractors. The Board wishes to further record its gratitude to various Departments of the Government of Andhra Pradesh and Government of India and other State Governments for their support and encouragement given to your Company. The Board records its appreciation for the contribution of all the team members of your Company.
15. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
The prescribed details as required u/s. 217(1)(e) of the Companies Act, 1956 are annexed.
|For and on behalf of the Board of Directors|
|D. V. MANOHAR|
|Chairman & Managing Director|
|Place : Hyderabad|
|Date : 28.08.2014|
D V Manohar , Chairman & Managing Director
B K Sinha , Director
R Prabhakar Rao , Director
A Balasetti , NRI Director
Company Head Office / Quarters:
Adjacent to Airport Begumpet,
Phone : Andhra Pradesh-91-040-27902929 / Andhra Pradesh-
Fax : Andhra Pradesh-91-040-27908989 / Andhra Pradesh-
E-mail : email@example.com
Web : http://www.shrishakti.com
XL Softech Systems Ltd
Plot No 3 Sagar Soci,Road No 2,Banjara Hills,Hyderabad - 500034