Sanraa Media Ltd Directors Report

SANRAA MEDIA LIMITED ANNUAL REPORT 2010-2011 DIRECTORS REPORT TO THE MEMBERS The Directors are pleased to present their Fifteenth Annual Report on the working of your company along with the audited Profit and Loss Account for the year ended 31st March 2011 and the Balance Sheet as at that date. FINANCIAL HIGHLIGHTS The financial highlights are set out below: (Rs. In Lakhs) Particulars 2010-2011 2009-2010 Revenue 7016.15 6772.38 Profit before Interest Depreciation and Tax 1833.03 1453.01 Interest & Finance Charges 370.35 139.45 Depreciation 1305.46 395.89 Provision for Tax 35.11 121.54 Deferred Tax 45.64 -8.43 Fringe Benefit Tax - - Net Profit for the year 76.47 804.55 Accumulated Profit Brought forward from Balance Sheet 1635.68 885.63 Total Distributable profit 1712.15 1690.18 Dividend Dividend Tax Profit Carried over to the Balance Sheet 1712.15 1690.18 PERFORMANCE HIGHLIGHTS OF THE YEAR The Board of Directors is pleased to state that during the financial year under review, the income of the company is Rs 7016.15 Lakhs as against Rs.6772.38 Lakhs for the previous financial year. The EBITDA for the financial year is Rs. 1833.03 Lakhs as against Rs.1453.01 lakhs for the previous financial year. The PAT for the financial year under review is Rs.76.47 Lakhs as against Rs.804.55 lakhs for the previous financial year. SHARE CAPITAL During the year under review there is no change in the Share Capital of the Company. DIVIDEND Considering the aggressive expansion plan of your company ahead, and the successful 5:4 bonus issue during the previous year, your board, has not recommended any dividend. TERM DEPOSITS During the year under review, the company has not accepted any deposits from the public within the meaning of Section 58 A of the Companies Act, 1956. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO The particulars required under Sec.217 (1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 are furnished in the Annexures to this Report. PARTICULARS OF EMPLOYEES No employee is in receipt of remuneration in excess of the limits prescribed under Section 217 (2A) of the Companies Act, 1956 and hence furnishing of statement of particulars of employees as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended does not arise. DIRECTORS During the financial year under review three new directors viz., Mr. G.Sundaresan, Mr. Vijay R. Vakharia and Mr. T.V.Balachandran were inducted into the Board. In accordance with the provision of Articles of Association of the company, Ms. Uma Karthikeyan and Mr. R.Rajagopalan, Directors of the company retire at the ensuing Annual General Meeting and being eligible offer themselves for reappointment. Your Board recommends their reappointment as Directors of your Company. AUDITORS The auditors, M/s. R Ravindran & Associates, Chartered Accountants have expressed their willingness to continue in office. They have furnished to the Company a certificate of their eligibility for appointment as auditors, pursuant to section 224 (1 B) of the Companies Act, 1956, if appointed. The Board of Directors recommend to the members to appoint them as auditors and authorize the Board to fix their remuneration. COMPANY SECRETARY The Company has a whole time company Secretary as required under Section 383A of the Companies Act. DIRECTORS RESPONSIBILITY STATEMENT Pursuant to requirement under Section 217(2AA) of the companies Amendment Act, 1956, with respect to directors responsibility statement and subject to the Disclosures in the Annual Accounts, the Board of Directors hereby confirms that: 1. In the preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to the material departure, if any; 2. The Directors had selected such accounting policies and applied them consistently and made judgment 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 at the end of financial year ended 31st March 2011 and of the profits of the company for the year ended 31st March 2011: 3. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and 4. The Directors had prepared the Annual Accounts on a going concern basis. MANAGEMENT DISCUSSION AND ANALYSIS REPORT As required under Clause 49 of the Listing Agreement entered with the Bombay Stock Exchange Limited, Management Discussion and Analysis Report is presented in the separate section and forms an integral part of the Directors Report. CORPORATE GOVERNANCE & COMPLIANCE CERTIFICATE A detailed report on Corporate Governance, pursuant to requirement of Clause 49 of the Listing Agreement with the Stock Exchanges forms part of the Annual Report. A certificate confirming compliance of the conditions of Corporate Governance from a practicing chartered accountant as stipulated under Clause 49 of the listing agreement is annexed to the Corporate Governance Report. CEO/CFO CERTIFICATION As required by Clause 49 of the Listing Agreement, a Certificate on the financial statements and Cash Flow statement of the company for the year ended 31st March 2011 has been duly signed by the two Executive Directors of the company. ACKNOWLEDGEMENT Your Directors wish to place on record their appreciation of the Co- operation received from the Central Government, State Government, Companys Bankers, Customers, Vendors and shareholders. Your Directors also wish to place on record their deep sense of appreciation for the contribution made by the employees of the Company for their unstinted efforts in the progress of the company at all levels. On behalf of the board For Sanraa Media Limited Sd/- Place: Chennai G Sundaresan Date : 30th May 2011 Chairman Annexure - A Particulars required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 A. Conservation of Energy The Company takes all steps and ensures optimum utilization of the sources of energy and avoids wastage. B. Technology Absorption The Information required to be disclosed under Rule 2 of the aforesaid rules is given hereunder in Form -B; FORM -B 1. Specific Areas in which R&D Not Applicable is Carried Out by the Company 2. Benefits derived as a Results Not Applicable of the Above R&D Work 3. Future Plan of Action The Company is into 2D/3D Animation and other Media Related activities and does not manufacture/assemble any machinery/equipment related to its field of operation and hence expenditure for R&D for manufacture/assembly of the machinery/equipment is not planned at present. 4. Expenditure on R&D Not Applicable a. Capital - b. Revenue - c. Total - d. Total R&D Expenditure as a - percentage of total turnover Technology absorption, adaptation and Innovation 1. Efforts, in brief, made towards technology absorption, adaptation and innovation Not Applicable 2. Benefits derived as a results Not Applicable of the above efforts, e.g., product improvement, cost reduction, product development, import substitutions, etc. 3. In Case of Imported technology Not Applicable (imported during the last 5 years reckoned from the beginning of the financial year) following information may be furnished; a. Technology Imported - b. Year of Import - c. Has Technology been fully absorbed? - d. If not fully absorbed, areas - where this has not taken place reasons therefore and future plan of action - C. Foreign Exchange Inflow and Outflow (Amount in Rs. 000) For the Year For the Year Ended 31st Ended March March 2011 2010 1 Inflow 77,536 93,214 2 Outflow 309 2,257 The Foreign Exchange earnings represent the services rendered in India to the International customers.