sms techsoft india ltd share price Directors report

To,

The Members of,

M/s SMS Techsoft (India) Limited

Your Directors have pleasure in presenting the Annual Report of the Company together with the Audited Accounts for the financial year ended on 31st March 2014.

Financial Results (Rs. in lacs)

Particulars	FY 2013-14	FY 2012-13
Sales	20.00	48.50
Other income	10.00	10.80
Depreciation	13.65	14.72
Other expenses	07.40	43.56
Profit/ Loss before Tax	-00.95	01.02
Profit/Loss after Tax	-00.95	00.55

During the year company could not achieve reasonable level of growth because of various reasons. Turnover of the company has also been decreased in comparison to the previous year due to termination of land acquisition programme planned to envisage its expansion plan in 2011-12 on account of title deficiency issue recovered recently in the acquired land. Further, the Company has also planned to expand operational activity and new avenues such as data purchase for business development and henceforth the Company had incurred loss in the current year. The company will try to achieve the performance as previous year in terms of turnover as well as profit in next year by making more initiative in the activities of the company.

Personnel

Your directors wish to place on record their appreciation for the contribution to growth of the business made by employees at all levels. Information as required pursuant to section 217(2A) of the companies Act, 1956 has not been given, as it is not applicable^

Auditors

M/s K. R. Shah & Associates, Chartered Accountants, Ahmedabad, Auditor of the Company (Firm Registration No.: 109642W) holds office until the conclusion of the ensuring Annual General Meeting. As per newly inserted Section 139 of the Companies Act, 2013, they are appointed for a term of five consecutive financial years, for which necessary resolution is put to vote in this AGM, as stated in the item no. 3 of the notice, they are eligible for appointment to conduct statutory audit The company has received certificate from the auditor to the effect that their appointment if made, would be within the prescribed limits under the Companies Act.

Notes to the accounts referred to in Auditor’s report are self explanatory and therefore do not call for any further comments.

4. Deposits

During the year under review, Company has not accepted any Deposits failing under Section 58A of Companies Act, 1956.

5. Energy. Technology And Foreign Exchange

The additional information required to be disclosed in terms of notification No.1029 dated 31st December, 1998 issued by the Department of Company Affairs, Ministry of Finance is not applicable.

6. Directors Responsibility Statement

Pursuant to Section 217(2A) of Companies Act, 1956, the Directors confirm that:

i In the preparation of Annual Accounts, appropriate accounting standard have been followed.

ii. Appropriate accounting policies have been selected and applied consistently and judgments and estimates made that are reasonable and prudent so as to give true and fair view of state of affairs of the company at the end of financial year ended 31st March, 2014.

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956 for safe guarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. The Annual Accounts have been prepared on going concern basis.

7. Directors:

As per provisions of Section 152(6) of the Companies Act, 2013, Mr. Devraj Peranaidu, Director liable to retire by rotation, offers himself for re-appointment at the general meeting and if appointed as Director of the Company, be appointed as an Independent Director for consecutive five financial years as per provisions of Section 149 of the* Companies Act, 2013. Mr. Darshan Mistry is being appointed as an Independent Director for three consecutive five years as per provisions of Section 149 of the Companies Act, 2013. Mrs. Anita Kadanthalai is being appointed as a Woman Director as per provisions of Section 149 of the Companies Act, 2013. Mr, Dashrathkumar Khatri and Mr. Dilip Gajjar, has resigned from the Directorships of the Company during the year. Necessary resolutions for the appointment /re-appointment of the aforesaid directors have been included in the notice convening the ensuing AGM and details of the proposal for appointment / reappointment are mentioned in the explanatory statement of the notice. Your directors commend their appointment / re-appointment. All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164 of the Companies Act, 2013 (Previously being Section 274(1) (g) of the Companies Act, 1956).

8. Report on Corporate Governance

Compliance Report on Corporate Governance is a part of Annual Report is annexed herewith.

9. Acknowledgements

Your Directors wish to please on record their appreciation of the whole hearted cooperation extended to company from various departments of the central and state governments, company’ bankers and financial institutions and employees of the company and look forward for the same cordial relationship in coming years.

PLACE: COIMBATORE	FOR AND ON BEHALF OF THE BOARD :
DATE: 18/07/2014
	CHAIRMAN
	Mr. V. Jagadish
	(DIN:02112261)