Pasupati Fincap Ltd Management Discussions.

DIRECTORS REPORT AND MANAGEMENT DISCUSSIONS AND ANALYSIS

DIRECTORS REPORT AND

Dear Shareholders,

Your Directors are pleased to present the Annual Report and the Audited Accounts of the Company for the year ended March 31, 2014.

FINANCIAL RESULTS (Rs.)
Profit / Loss After Tax (1,45,762.14)
Add:- Brought forward Loss from earlier year (21,15,320.78)
Balance carried to Balance Sheet (22,61,082.92)

DIVIDEND

The Board of Directors do not recommend any dividend for the year.

SPECIAL RESOLUTIONS PASSED THROUGH POSTAL BALLOT

No special resolution was passed through postal ballot during the Financial Year 2013-14. None of the businesses proposed to be transacted in the ensuing Annual General Meeting require passing a special resolution through postal ballot.

AUDITORS

During the year under review, the auditors need not be routed as they can continue as auditors for a period of three years i.e. up the year 2017. M/s. M.C. Jain & Co., Chartered Accountants, who are the statutory auditors of the Company, hold office till the conclusion of the forthcoming AGM and are eligible for re-appointment. Pursuant to the provisions of section 139 of the Companies Act, 2013 and the Rules framed thereunder, it is proposed to appoint M/s. M.C. Jain & Co., Chartered Accountants as statutory auditors of the Company from the conclusion of the ensuing AGM till the conclusion of the AGM to be held in the year 2017, subject to ratification of their appointment at every AGM.

DIRECTORS

Ms. Rekha Sharma retires by rotation and being eligible, offers herself for re appointment. The brief resume of the Directors proposed to be appointed or reappointed at the ensuing AGM, as required in terms of Clause 49 of the Listing Agreement with the stock exchanges is provided in the annexure(s) to the notice of Annual General Meeting.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to provisions of 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 along with the proper explanation relating to material departures;

(ii) appropriate accounting policies have been selected and have 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 at the end of the period and of the profit and loss of the company for that period;

(iii) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(iv) The annual accounts have been prepared on a going concern basis.

DEPOSITS

During the year, the Company did not accept any deposits from the public within the meaning of Section 58A of the Companies Act, 1956.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

The Statement containing the necessary information as required u/s. 217(1)(e) read with Companies (Disclosures of particulars in the Report of Board of Board of Directors) Rules, 1998 is given as under:

A. ENERGY CONSERVATION

Your Company has not consumed energy of any significant level and accordingly no measures were taken for energy conservation and no investment has been made for reducing energy conservation.

B. TECHNOLOGY ABSORPTION

The Company has not adopted any foreign technology.

C. FOREIGN EXCHANGE EARNING & OUTGO

Year Ended As at 31.03.2014
Expenditure in foreign currency NIL
Earning in foreign currency NIL

HUMAN RESOURCE

Your Directors would like to place on record their deep appreciation of all employees for dedicated and sincere services rendered by them.

As required under the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975, as amended, there was no employee in receipt of a remuneration exceeding Rs. 2,00,000/- per month if employed for part of the year or Rs. 24,00,000/- if throughout the year.

ACKNOWLEDGEMENT

Your Directors appreciate the dedication and efforts being made by the employees, shareholders and others during the year under review.

BY ORDER OF THE BOARD OF DIRECTORS
Place : New Delhi VIDIT JAIN REKHA SHARMA
Date : May 29, 2014 DIRECTOR DIRECTOR
(Din-01347588) (Din-2660066)