mcs ltd Directors report

TO

THE MEMBERS,

Your Directors hereby present their Thirtieth Annual Report to the members with the Audited Statement of Accounts for the year ended 31st March, 2015

OPERATION

The year under review saw world wide depression, threatening to very survival of many economies, However Indian economy, because of conservative polices and timely decisions taken by Government could maintain the growth rate though less than achieved in earlier years. The stock market continued with extreme volatility and quitting at very low levels again pushing many corporate to shelf their plans for mobilization of funds for capital market through new issues.

However, your companyRs s turnover for the year had been substantially lower by Rs. 39.5 lacks than that of the previous year. However the company has earned the nominal profit of Rs. 1.56 lacs during the year.

With the government having taken over and the high expectations of reform measures to boost the depressing economy and the measures announce by the government to bring about turnaround in business and industrial environment, your company expects good news for the Stock Market making way for hitherto shelved corporate projects and plants to approach market for funds to come alive once again and thus steer your company to expand its activities in the current year.

FINANCIAL RESULTS

The highlights of financial results of the company for the Financial Year ended 31st March, 2015.

Particulars	For the year Ended 31.03.14	For the year Ended 31.03.15
Professional Service Charges (Net)	513.95	474.45
Other Income	4.14	8.71
Total	518.09	483.16
Profit/Loss before Depreciation and Tax	47.49	46.81
Depreciation	28.04	27.70
Profit (Loss) before Tax	19.45	19.11
Prior period Adjustment (Net)	-	-
Extra Ordinary Item	-	-
Profit after adjustment	19.45	19.11
Provision for Taxation	-	-
Current Tax	10.74	10.50
Fringe Benefit Tax	-	-
Taxation for earlier year	3.01	7.05
Deferred Tax Assets	(2.16)	-
Profit after Tax	7.86	1.56
Add : Balance of Profit brought forward from previous year	616.62	624.48
Balance of Profit Carried Forward	624.48	595.37

DIVIDEND:

In view of requirement of funds for working capital and upcoming proposals the directors are constrained not to recommend payment of dividend for the year ended 31st March, 2015

DIRECTORS:

In terms of the provisions of Section 152 of the Companies Act, 2013 Mr. Madhukar M Parase shall retired at the 30th Annual General Meeting (AGM) and shall offer him self for reappointment. Resolution for his reappointment shall be moved at the AGM for approval of the members.

DIRECTORS RESPONSIBILITY STATEMENTS:

Pursuant to Section 134 (3) (c) of The Companies Act, 2013, your Directors confirm that;

1. In the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanation relating to material departures.

2. The directors have selected such accounting policies and applied them consistently and made judg ments estimates that are reasonable and prudent so as to give a true and fair view of the state of af fairs of the company at the end of the financial year and of the profit of the company for the year.

3. The directors have taken proper and sufficient care for the maintenance of adequate accounting re cords 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 accounts on a going concern basis.

FIXED DEPOSITS:

During the year under review your company had not accepted/taken any Fixed Deposit from the public.

TRANSFER TO THE INVESTOR EDUCATION FUND

The liabilities regarding unclaimed dividend have been transferred on completion of prescribed period to the Investor Education and Protection Fund formed by the Central Government. The company does not have any liability towards unclaimed Fixed Deposits, Debentures and other liabilities.

AUDITORS:

The statutory auditors M/s. Amod Agrawal & Associates, Chartered Accounts retire at the conclusion of the 30th Annual General Meeting and M/s A Saraogi & Associates Auditors appoint in place of M/s. Amod Agrawal & Associates. The Audit committee has recommended the appointment of M/s A Saraogi & Associates as the auditor of the company for the year 2015-16

BOARD EVALUATION :

In compliance with Companies Act-2013 and clause 49 of Listing Agreement, the Board has carried out an annual performance evaluation of itRs s own performance, the Director individually as well as the evaluation of the working of itRs s Audit, Nomination & Remuneration Committee and other committee. More details on the same is given in the Corporate Governance Report.

CORPORATE GOVERANCE

Report on Corporate Governance an auditors certificate confirming compliance of the conditions of the same as stipulated under clause 49 of the Listing Agreement with the stock exchange is annexed and forms part of this report.

INTERNAL CONTROL SYSTEM :

The Company has adequate Internal Control System commensurate with the size, scale and complexity of itRs s operation.

MEETINGS :

During the year four Board Meetings and four Audit Committee Meetings were convened and held. The details of which are given in the Corporate Governance Report. The intervening gap between the meeting was within the period prescribed under Companies Act-2013

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

The company has no activities relating to conservation of energy or technology absorption during the year under review.

During the year under review your Directors have been negotiating with various parties in foreign countries to boost the export performance. Information related to foreign exchange earnings and outgo have been given in schedule Rs MRs being forming part of the accounts for the year ended 31st March 2015

EMPLOYEES

Provisions of Section 197(12) of the Companies Act, 1956 are not applicable since none of the employees have been paid remuneration in excess of the limits prescribed by the Act.

Disclosure of relation between Directors interse as [Clause 49(viii)(e)(2)}

None Director are related to interse so the disclosure is not required.

ACKNOWLEDGEMENT

Your Directors acknowledgement and thank the Customers, Banks, Statutory authorities, suppliers, Shareholders for the support and co operation extend to the company. Your directors also record their appreciation for the services rendered by employees at all levels.

For and on behalf of the Board
		For MCS LIMITED
PRIYA DARSHAN WAILA	PARSHURAM V BHUWAD	MADHUKAR M PARASE
Director PLACE: MUMBAI	Whole time Director	Director
DATE: 30th May, 2015