national switchgears ltd Directors report

NATIONAL SWITCHGEARS LIMITED ANNUAL REPORT 2001-2002 DIRECTORS REPORT TO THE MEMBERS OF THE NATIONAL SWITCHGEARS LIMITED The Directors of your company present their 19th Annual Report alongwith the Audited Annual Accounts for the year ended 31st March 2002. FINANCIAL RESULTS The Company has discontinued its manufacturing operations w.e.f. 20th November 1998. There ware no sales during the year 2001-2002. The Company has suffered a loss of Rs. 104.31 sacs during the year. The financial results are as under The impairment loss as mentioned above is on account of restating the value of the fixed assets to the net realisable value since the assets are being held for disposal. DIRECTORS Mr. T.A. Jayakumar resigned as a Director of the Company with effect from 15th October, 2001. The Directors placed on record their appreciation for valuable services and guidance rendered by Mr. Jayakumar during his tenure as a Director of the Company. The Board of Directors appointed Mr. Chandrakant P. Pandit as a Director of the Company with effect from 22nd October, 2001 in the casual vacancy caused by the resignation of Mr. T.A. Jayakumar. Mr. C.A. Venkateshwaran resigned as a Director of the Company with effect from 22nd May, 2002. The Directors placed on record their appreciation for valuable services and guidance rendered by Mr. Venkateshwaran during his tenure as a Director and Chairman of the Board of Directors. The Board of Directors appointed Mr. Devender Singh as a Director of the Company with effect from 20th June, 2002 in the casual vacancy caused by the resignation of Mr. C.A. Venkateshwaran. He would hold office up to the date of the forthcoming Annual General Meeting and is eligible for re- appointment. The Board of Directors appointed Mr. R. Ramesh as an additional Director of the Company with effect from 20th June, 2002. He would hold office up to the date of the forthcoming Annual General Meeting and is eligible for re- appointment. Under the Articles of Association of the Company Mr. K. Rajagopal will retire by rotation at the ensuing Annual General Meeting and is eligible for re-appointment. AUDITORS AND AUDITORS REPORT M/s Krishna Sharma & Co., Chartered Accountants, Lucknow, auditors of the company hold office up to the conclusion of the ensuing Annual General Meeting. The Company has received a requisite Certificate pursuant to Section 224(1B) of the Companies Act, 1956 regarding their eligibility for re-appointment as Auditors of the company. PARTICULARS OF EMPLOYEES The Company did not have any employee drawing a remuneration of Rs. 12,00,000/- or more per annum if employed throughout the year under review or Rs. 1.00,000/- or more per month if employed for a part of the said year. INFORMATION IN RESPECT OF ENERGY. TECHNOLOGY AND FOREIGN EXCHANGE The Companys power connection has been disconnected by UPSEB. There is nothing to mention about the conservation of the energy technology absorption and adaptation and there was no foreign exchange earning and out go during the year. SECRETARIAL COMPLIANCE CERTIFICATE As required under section 383A of the Companies Act, 1956 a Secretarial Compliance Certificate is enclosed herewith. DIRECTORS RESPONSIBILITY STATEMENT UNDER SECTION 217(2AA) OF THE COMPANIES ACT, 1956 The Directors confirm that : i) In the preparation of the annual accounts, the applicable accounting standards have been followed by the Company. ii) Such accounting policies have been selected and consistently applied and judgements and estimates made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2002 and of the loss of the Company for the year ended on that date; iii) Proper and sufficient care has been taken 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 annual accounts has been prepared taking in to consideration AS-28 which pertains to impairment of fixed assets. For & On Behalf of the Board of Directors Anil Sharma Director C.P. Pandit Director R. Ramesh Director Place : LUCKNOW Date : 20.06.2002