archon industries ltd Directors report

DIRECTORS

Dear Shareholders,

Your Board of Directors have pleasure in presenting the Annual Report and the Audited Accounts for the Financial Year ended 31^st March, 2013.

FINACIAL HIGHLIGHTS

The summaries financial results are as under:

(Amount in Rs)

Particulars	2012-13	2011-12
Turn Over	1433176	16325509
Expenditure	1484821	16339417
Profit/Loss Before Tax	(51645)	(13908)
Profit/Loss After Tax	(61141)	(13908)

TRANSFER TO RESERVES

The Company not earning profit during the year so company not transfer the profit to General reserve.

DIVIDEND

There was no profit during the financial year hence the directors of the Company regret to Members for their inability to recommend any dividend.

DEPOSITS

The Company has not accepted any deposits within the meaning of the provisions of Section 58-A of the Companies Act, 1956.

CASH FLOW STATEMENT

Cash flow statement pursuant to Clause 32 of the listing agreement is attached herewith.

DIRECTORS

Mr. Chardrkant Dahale, Director of the Company will retire by rotation at the forthcoming Annual General Meeting and does not represent himself for reappointment.

Pursuant to provision of Section 257 of Companies Act, 1956 the Mr. Rakesh R. Shah, Mr. Chandrashekhar B. Panchal & Ms. Nehal C. Panchal are appointed as Directors of the Company.

Brief resume of the Directors proposed to be re-appointed, nature of their experience and other details as stipulated under Clause 49 of the Listing Agreement, are provided in the Notice for convening the Annual General Meeting.

AUDITORS

M/s V. D. Shukla, Chartered Accountants (Firm Regn. No. No. 110240W)be and are hereby appointed as Statutory Auditors of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting in place of the retiring auditors Lalit Jam & Co., Chartered Accountants (Firm Regn. No.114158W) who have opted not to be re-appointed, for auditing the accounts of the Company for the financial year 2012-13. The observations of the Auditors are self explanatory and do not call for further clarifications.

COMPLIANCE CERTIFICATE:

Compliance Certificate from the Practicing Company Secretary, M/s JKC & Co., Company Secretaries, confirming compliance of section 383A of Companies Act, 1956, is also annexed to the Report.

SUBSIDIAY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENT

The Company has not an any Holding Subsidiary relationship; hence the disclosure of consolidated financial statement is not be required under clause 32 of Listing Agreement and under Section 212(8) of the Companies Act, 1956.

DIRECTORS RESPONSIBILITY STATEMENT

As required under Section 217 (2AA), your Directors confirm that:-

(i) In the preparation of the annual accounts, the applicable accounting standards have been followed.

(ii) 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 as on 31^st March, 2013 and of the loss of the Company for the year ended 31^st March, 2013.

(iii) 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) The Directors have prepared the annual accounts on a going concern basis.

STATUTORY DISCLOSURES

PARTICULARS OF EMPLOYEES

The Employee relation remained cordial throughout the year. Your Directors wish to place on record their appreciation of the committed service rendered by all the staff members of the Company.

There are no employees whose particulars are required to be shown in terms of provisions of section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975 as amended.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars as prescribed under Section 217(1) (e) of the Companies Act, 1956 read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 are given as below:

A. Conservation of Energy

In house study was made for identifying areas for optimum utilisation of power and fuel. No additional investment has been made or proposed to for reduction of consumption of energy.

B. Research, Development and Technology Absorption

The company does not carry any activity of Research and Development (R & D) programme and also no effort has been made towards technology absorption, adaptation and innovation.

C. Foreign Exchange Earning & Outgo

The Company does not have any Foreign Exchange earning / Outgo during the year under review.