| The Board of Directors of Kaashyap Technologies Limited (KTL) are
pleased to present the Thirteenth Annual Report for the year ended
March 31, 2011, together with the Auditors' Report and Audited Accounts
for the Financial year 2010-11.
FINANCIAL PERFORMANCE
The comparative pictures of the financials of the Company for the last
two years are presented in the table below.
(All figures in Rs. Lakhs)
PARTICULAR 2010-11 2009-10
Net Income 1902.92 4275.77
Expenditure 2259.52 4460.24
profit before Depreciation,
Interest and Tax (356.60) (184.47)
Interest and Finance Charges 82.13 64.85
Depreciation 21.12 29.99
profit/(Loss) before
Extra-ordinary and Tax (459.85) (279.31)
Prior Period (Expenses) / Income 144.04 -
Provision for Tax 9.79 65.95
DIVIDEND
In order to conserve the earnings so as to strengthen the business,
your Directors' are not recommending any dividend for the period.
DEVELOPMENT IN THE COMPANY
The promoters and Directors of your Company are looking into new areas
of our operation in India and aboard. COMPLAINTS REDRESSAL SYSTEM
All the investor grievances received by the Company are attended and
replied to satisfactory within 3 days of receiving the grievance. The
Shareholders' / Investors Grievance Committee meet periodically to take
status of the investor grievance pending at any period and resolve the
same effectively. The details of the investor grievance committee and
its meetings are given in the Corporate Governance Report which forms
part of this Annual Report.
OFFICE INFRASTRUCTURE
The Company functions from the same premises as that of its Registered
Office at Alwarpet, Chennai. Apart from registered office, the business
operations are done from the corporate office building located at
Ekkattuthangal, Chennai.
DIRECTORS
In accordance with the provisions of the Companies Act, 1956 and the
Articles of Association of the Company Mr. A. Ganesan and Mr. S.
Thiruvengadam, retires by rotation and being eligible offer themselves
for re-appointment.
AUDIT COMMITTEE
The Audit Committee constituted by the Board of Directors consists of
three Directors. Mr. Raghu Tandra, Director acts as Secretary of the
Committee. This Committee was last re-constituted on February 25, 2009.
The present Audit Committee comprises of the following directors
1. Mr. R. Gopalan, Chairman of the Committee
2. Mr. A. Ganesan, Member of the Committee
3. Mr. S. Thiruvengadam, Member of the Committee
The constitution of the Audit Committee also meets the requirements of
Section 292A of the Companies Act, 1956 as introduced by the Companies
(Amendment) Act, 2000. The terms of reference specified by the Board to
the Audit Committee are as per Clause 49 of the Listing Agreement.
The role, powers and functions of the Audit Committee are as stated
below:
- Monitor the internal controls to ensure the integrity of the
financial performance reported to the shareholders.
- Provide by way of regular meeting, a line of communication between
the Board and the Statutory Auditors.
- Consider the appointment of the Statutory Auditors.
- Review the interim and full year financial statement before
recommending them to the Board.
- Review reports of the Auditors on any important events.
Review the Company's financial control systems, in particular, the
procedures for identifying business risks (including financial risks)
and controlling their financial impact on the Company.
- Review the Company's policies for ensuring compliance with the
relevant regulatory / legal requirements and the operational
effectiveness of the policies and procedures.
REMUNERATION COMMITTEE
The Remuneration Committee has been constituted with Mr. A. Ganesan,
Mr. R. Gopalan and Mr. S. Thiruvengadam, Directors of your Company, for
performing inter-alia the role / various functions as set out under
Clause 49 of the Listing Agreement with the Stock Exchanges and also in
pursuance to the amendments made to the Schedule XIII of the Companies
Act, 1956.
AUDITORS
The Statutory Auditor of your company, M/s. R. Ravindran & Associates,
Chartered Accountant, Chennai, is due to retire at the conclusion of
the Twelfth Annual General Meeting. M/s. R. Ravindran & Associates has
confirmed this eligibility and willingness to accept office, if
re-appointed for the financial year 2011-12. Your Directors recommended
the re- appointment of M/s. R. Ravindran & Associates, Chartered
Accountant as the Statutory Auditor of the Company to hold office from
the conclusion of the Thirteenth Annual General Meeting until the
conclusion of the Fourteenth Annual General Meeting of the Company.
INTERNAL CONTROL SYSTEMS AND ADEQUACIES
Your Company has set up internal control systems commensurate with the
size and nature of business. These systems ensure optimum use of
resources and compliance with the multiple regulatory authorities. Your
Company is also being guided by the Audit Committee in constantly
upgrading the control procedures and systems. The Audit Committee also
reviews the adequacy of the internal control procedures.
PARTICULARS OF EMPLOYEES
Statement of personnel particulars of employees pursuant section
217(2A) of the Companies Act, 1956 are not applicable since none of the
employees are in receipt of remuneration in excess of the limits
specified herein (Rs. 2,00,000 per month or Rs. 24,00,000 per annum)
during the period under review.
CONVERSION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUT GO
Your Company does not carry on any manufacturing activities and hence
the disclosure requirement in terms of Sections 217 (1) (e) of the
Companies Act, 1956, read with Companies (Disclosure of Particulars in
the Report of the Board of Directors) Rules, 1988, regarding
Conservation of Energy and Technology do not apply to your Company.
During the year under review, there was no Foreign Exchange earnings
and outgo for your Company.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreements with the Stock
Exchanges, a Management Discussion and Analysis, Corporate Governance
Report, Managing Director's and Auditors' Certificate regarding
compliance of conditions of Corporate Governance are made a part of the
Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the 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 and no material departure have
been made from the same;
ii. appropriate accounting policies have been selected and applied
consistently and have made judgements and estimates that are reasonable
and prudent so as to give a true a fair view of the state of affairs of
the Company as at March 31, 2011 and Profit & Loss Account for the year
ended March 31, 2011;
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 have been prepared on a going concern basis.
BY ORDER OF THE BOARD
For KAASHYAP TECHNOLOGIES LIMITED
Sd/-
Place: Chennai A. VENKATRAMANI
Date : September 02, 2011 Chairman & Managing Director | 