MORYO INDUSTRIES LIMITED 23 RD ANNUAL REPORT FINANCIAL YEAR

Transcription

1 MORYO INDUSTRIES LIMITED 23 RD ANNUAL REPORT FINANCIAL YEAR

2 NOTICE Board of s Bankers Auditors Mohan K. Jain - Chairman Deepika M. Jain - Pankaj H. Panchal - Sanjay V Deora - Corporation Bank Mulraj D. Gala NOTICE is hereby given that the 23 rd Annual General Meeting of MORYO INDUSTRIES LIMITED will be held at the Registered Office of the Company at 1 ST Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (West), Mumbai on Friday, 30th day of September, 2011 at A.M. to transact the following business. ORDINARY BUSINESS: To consider & adopt Balance Sheet as at 31 st March, 2011 & Profit & Loss Account for the year ended on that date and the Reports of the Board of s & Auditors thereon. Registered Office 1 st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (West), Mumbai ANNUAL GENERAL MEETING Date : Friday, 30 th day of September, 2011 Time : A.M. Venue : 1 st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (West), Mumbai To appoint a in place of Mrs. Deepika Mohan Jain, who retires by rotation, and being eligible, offers himself for re-appointment. To consider and approve re-appointment of M/s Mulraj D. Gala, Chartered Accountants as Statutory Auditors, who retires at the meeting and being eligible, offer themselves for re-appointment. SPECIAL BUSINESS: To appoint a in place of Mr. Sanjay Kumar Deora, who was appointed as Additional of the Company by the Board of s w.e.f under Section 260 of the Companies Act, 1956 and who holds office up to the date of this Annual General Meeting but being eligible, offers himself for re-appointment and in respect of whom the Company has received a notice in writing from a member signifying his intention to propose him as a candidate for the office of liable to retire by rotation. Date : 16th August, 2011 By Order of the Board For MORYO INDUSTRIES LIMITED Registered Office: 1 st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (West), Mumbai

3 Note : 1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE PROXY, IN ORDER TO BE EFFECTIVE, MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING. 2. For convenience of Members, an Attendance Slip is annexed to the Proxy Form. Members are requested to affix their signature at the space provided and hand over the Attendance Slip at the place of Meeting. The Proxy of a Member should mark on the Attendance Slip as a Proxy. 3. The Register of Members and the Shares Transfer Books of the Company will be closed from Friday, the 23rd day of September, 2011 to Friday, the 30th day of September, 2011 (both days inclusive). 4. The members are requested to: (a) (b) Intimate to the Company changes, if any, in their Registered Address, Bank Account Number / details etc. at an early date; Quote ledger folio numbers in all their correspondences; EXPLNATORY STATEMENT IN RESPECT OF ITEMS NOS. 4 OF THE NOTICE PURSUANT TO SECTION 173(2) OF THE COMPANIES ACT, 1956 Item No. 4 Mr. Sanjay Kumar Deora was appointed as Additional of the Company with effect from 2 nd May, 2011 by the Board of s. Pursuant to the said Section of the Companies Act, 1956, Mr. Sanjay Deora holds office only up to the date of the forthcoming Annual General Meeting. Notice in writing has been received from Member of the Company along with the deposit of Rs. 500/- each pursuant to Section 257 of the Companies Act, 1956 signifying his intention to propose Mr. Sanjay Kumar Deora as candidate for the Office of liable to retire by rotation. Mr. Sanjay Kumar Deora is a Commerce Graduate having experience in the field of Accounts and has a good knowledge of finance and his appointment as of the Company would immensely benefit the Company. Mr. Sanjay Kumar Deora is interested in the Resolution at Item Nos. 4 of the accompanying Notice since it relates to his appointment. (c) (d) (e) (f) Approach the Company for consolidation of folios, if shareholdings are under multiple folios; Get the shares transferred in joint names, if they are held in single name to avoid in convenience; Bring their copies of the Annual Report and the Attendance Slip duly filled in for attending the Annual General Meeting; Members desirous of obtaining any information concerning the accounts and operations of the Company are requested to address their questions to the Company at the registered office address so as to reach at least seven days before the date of the Meeting, to enable the information required to be made available at the Meeting, to the best extent possible. Date : 16th August, 2011 By Order of the Board For MORYO INDUSTRIES LIMITED Registered Office: 1 st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (West), Mumbai

4 DIRECTORS REPORT (Particulars of Employees) Rules, Dear Members, Your s have pleasure in presenting the 23rd Annual Report and Audited Statements of Accounts for the year ended on 31 st March FINANCIAL RESULTS: Your directors has announces with great pleasure that Company has started growing its business activity during the year under consideration. Company has achieved the turnover of Rs lakhs and has generated net profit of Rs Lacs as compared to loss of Rs Lacs during the previous year. DIVIDEND: Your s regret their inability to recommend any dividend until carry forward losses are hopefully wiped out. DIRECTORS: Mrs. Deepika Mohan Jain, retires by rotation and being eligible offers herself for reappointment. Mr. Sanjay Kumar Deora was appointed as Additional of the Company w.e.f. 2 nd May, DEPOSITS: The Company has not accepted any Deposit from the Public during the year under review. As on 31st March, 2011 no unclaimed deposits are lying with the Company. PARTICULARS OF EMPLOYEES: The Company does not have any employee of the category specified in Section 217 (2-A) of the Companies Act, 1956 read with the Companies AUDITORS: The Auditor of the company M/s. MULRAJ D. GALA holds office until the conclusion of the ensuing Annual General Meeting and are recommended for appoint. The Company has received certificate from the Auditors to the effect that their appointment, if made would be within the prescribed limits under section 224 (1-B) of The Companies Act, DIRECTOR S RESPONSIBILITY STATEMENT: Pursuant to the requirement under section 217 (2AA) of the Companies Act 1956 with respect to s Responsibility Statement, it is hereby confirmed: a) That in the preparation of the annual accounts for the financial year ended 31 st March, 2011, the applicable accounting standards have been followed and there has been no material departure; b) That the directors have selected such accounting policies were applied consistently and the s made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the company at the end of financial year and of profit of the company for that year under review. c) That the directors have taken proper and sufficient care for the maintenance of the adequate accounting records in accordance with provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities. d) That the annual accounts have been prepared on a going concern basis. 5 6

5 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO: As there is nil expenditure on the points mentioned above, no particulars furnished in this report as required under Section 217(1)(e) of the Companies Act 1956 read with Companies (Disclosures of Particulars in the report of the Board of s) Rules 1988 regarding conservation of energy, technology, absorption and foreign exchange earnings and outgo. Date : 16th August, 2011 By Order of the Board For MORYO INDUSTRIES LIMITED Registered Office: 1 st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (West), Mumbai AUDITORS REPORT To The Members, MORYO INDUSTRIES LIMITED We have audited the attached Balance Sheet of MORYO INDUSTRIES LIMITED as at March 31, 2011, the Profit and Loss Account and also the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company s management. Our responsibility is to express an opinion on these financial statements based on our audit. 1. We conducted our audit in accordance with Auditing Standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 2. As required by the Companies (Auditor s Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order. 3. Further to our comments in the Annexure referred to in paragraph 2 above, we report that: 7 8

6 a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit; b) In our opinion, proper books of account, as required by law, have been kept by the Company, so far as appears from our examination of those books; c) The Balance Sheet, Profit & Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of account; (i) (ii) (iii) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March, 2011; in the case of the Profit and Loss Account, of the Profit of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date. d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow statement dealt with by this report are in compliance with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956 to the extent applicable except retirement benefits which are accounted on cash basis; e) On the basis of written representation received from the s as on March 31, 2011 and taken on record by the Board of s, we report that none of the s is disqualified as on March 31, 2011 from being appointed as a director in terms of clause (g) of Sub-Section (1) of Section 274 of the Companies Act, 1956; For MULRAJ D. GALA CHARTERED ACCOUNTANTS MULRAJ GALA Proprietor M. No Date : August 16, 2011 f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the Significant Accounting Policies and other notes thereon give the information required by the Companies Act, 1956, in the manner so required, and give a true and fair view in conformity with the accounting principles generally accepted in India: 9 10

7 Annexure to the Auditors Report (Referred to in paragraph 2 of our report of even date) 1. In respect of its fixed assets: a. The Company does not have any Fixed Assets. 2. In respect of its inventory: a. The Company does not have any inventory. 3. In respect of its loans: a. The Company has not granted any loan except interest free deposits to four parties amounting to Rs Lacs covered under register maintained under Section 301 of the Companies Act, b. The other terms and conditions on which the loans/advances have been granted are not prima facie prejudicial to the interest of the Company. c. As per the information and explanation given to us the party will be regular in repaying the principal amount as per stipulated terms. any continuing failure to correct major weakness in internal control systems. 5. In respect of transaction covered under section 301 of the Companies Act, 1956; a. According to the information and explanation given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Act have been so entered. b. In our opinion and according to the information and explanation given to us, there are no transaction of sale of goods made in pursuance of Contract or arrangement entered in the Register maintained u/s 301 of the Companies Act, 1956 as exceeding the value of Rs. 5,00,000/- (Rupees Five Lacs only) 6. According to the information and explanations given to us, the Company has not accepted any deposit from the public. Therefore, the provisions of Clause (vi) of paragraph 4 of the Order are not applicable to company. 7. The company has no formal internal audit system. d. There is no overdue amount. e. The Company has not taken any loan from the parties covered under register maintained under Section 301 of the Companies Act, 1956 f. Since no loan has been taken hence the question of interest and other terms and conditions does not arise. 4. In our opinion and according to the information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business with regard to the purchase of Fixed Assets & sale of services. During the course of our audit, we have not observed 8. To the best of our knowledge and according to the information and explanations provided to us, the Central Government has not prescribed the maintenance of cost records under Section 209 (1) (d) of the Companies Act, In respect of statutory dues: a. The Company is regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Investor Education Protection Fund Employees State Insurance, Income Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it except MVAT & Central Sales Tax.

8 b. According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Customs Duty Excise Duty and Cess were outstanding as at March 31st, 2011 for a period of more than six months from the date they became payable. c. According to the information and explanations given to us, there are no dues of Income Tax, Wealth Tax, Sales Tax, Customs Duty, Excise Duty and Cess which have not been deposited on account of dispute. 10. The Company does not have any accumulated losses at the end of financial year. The Company has not incurred cash losses during the financial year covered by our audit. There was no cash loss during the immediately preceding financial year. 11. In our opinion and according to the information and explanations given to us, the Company has not borrowed any amounts from a financial institution or bank or by issue of debentures. Therefore, the provisions of clause (xi) of paragraph 4 of the Order are not applicable to the Company. 12. In our opinion and according to the explanations given to us and based on the information available, no loans and advances have been granted on the basis of security by way of pledge of shares, debentures and other securities. 13. In our opinion, the Company is not a chit fund/ nidhi / mutual benefit fund/ society. Therefore, the provisions of clause (xiii) of paragraph 4 of the Companies (Auditor s Report) Order 2003 are not applicable to the Company. 14. In our opinion the company is not dealing in or trading in shares, securities, debentures or other investments. Therefore the provisions of clause 4(xiv) of the Companies (Auditor s Report) order 2003 are not applicable to the Company. 15. According to the information & explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions. 16. The Company has not raised any term loan during the year under audit. 17. According to the information & explanations given to us and on overall examination of the Balance Sheet of the Company, we are of the opinion that there are no funds raised on short term basis that have been used for long term investment. 18. The Company has not made any preferential allotment of shares during the year under audit to parties and companies covered under Register maintained under Section 301 of the Companies Act, According to the information and explanations given to us, the Company has not issued any debentures. 20. According to the information & explanations given to us the Company has not raised any monies by way of public issue during the year under audit. 21. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year. For MULRAJ D. GALA CHARTERED ACCOUNTANTS SD/- MULRAJ GALA Proprietor M. No Date : August 16,

9 BALANCE SHEET AS ON 31ST MARCH 2011 Schedule As on As on No. 31st March st March 2010 SOURCES OF FUNDS: Shareholders Funds Share Capital Reserves and Surplus Profit and Loss Account TOTAL APPLICATION OF FUNDS Fixed Assets Gross Block - - Less: Depreciation - - Net Block - - Investments - - Current Assets, Loans and Advances Current Assets 2 Sundry Debtors Cash and Bank Balances Loans and Advances Less: Current Liabilities 4 and Provisions Current Liabilities Provisions Net Current Assets Miscellaneous Expenditure (to the extent not written off or adjusted) PROFIT AND LOSS ACCOUNT FOR THE YEAR 31ST MARCH 2011 Schedule No. INCOME Income from Operation Other Income EXPENDITURE Purchases Administrative and Other expenses Net Profit / (Loss) before Tax ( ) Provision for Tax - Provision for Deferred Tax Profit / (Loss) after Tax ( ) Balance brought forward from Previous Year Balance Carried to Balance Sheet Basic and Diluted Earning per Share of 0.01 (0.07) Face Value of Rs.10/- each (Refer Note 4, Schedule 8) TOTAL Significant Accounting 7 Notes to Accounts 8 Date : August 16, 2011 For and on behalf of the Board As per our Report of Even Date For Mulraj D. Gala Chartered Accountants Mulraj Gala Proprietor M. No Significant Accounting 7 Notes to Accounts 8 Date : August 16, For and on behalf of the Board As per our Report of Even Date For Mulraj D. Gala Chartered Accountants Mulraj Gala Proprietor M. No

10 SCHEDULE FORMING PART OF THE BALANCE SHEET As on As on 31st March st March 2010 SCHEDULE 1 SHARE CAPITAL Authorised Equity shares of Rs. 10 each Issued, Subscribed and Paid up Equity shares of Rs. 10 each fully paid up SCHEDULE - 2 CURRENT ASSETS SUNDRY DEBTORS (Unsecured and Considered Good) Outstanding for a period more than six months - - Others CASH AND BANK BALANCES Cash on hand Balances in Current Account with Scheduled Banks SCHEDULE - 3 LOANS AND ADVANCES (Unsecured and Considered Good) Advances recoverable in cash or in kind for value to be received Advance Income Tax (Net of Provision) SCHEDULE - 4 CURRENT LIABILITIES AND PROVISIONS CURRENT LIABILITIES Sundry Other liabilities PROVISIONS Provisions SCHEDULES FORMING PART OF THE PROFIT AND LOSS ACCOUNT SCHEDULE - 5 INCOME FROM OPERATIONS Income from Operations SCHEDULE - 6 ADMINISTRATIVE AND OTHER EXPENSES Auditor s Remuneration: Statutory Audit Other Matters Out of Pocket Expenses Bank Charges Leave Salary Employee Welfare Conveyance & Travelling Professional Fees Salary & Bonus Printing & Stationery Filing Fees General Expenses The Company has not received any intimation from vendors regarding their Status under the Micro,Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amounts unpaid as at the year end together with interest paid/payable under this Act have not been given

11 CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2011 Particulars (Rs) A. CASH FLOW FROM OPERATING ACTIVITIES: Net Profit before tax as per Profit and Loss Account ( ) Adjusted for : Extraordinary items ( ) - Operating Profit before ( ) ( ) Working Capital Changes Adjusted for : Trade and Other Receivables ( ) Trade Payables Cash Generated from Operations Taxes Paid - - Net Cash (used in) / from Operating Activities Net (Decrease) / Increase in Cash and Cash Equivalents Opening Balance of Cash and Cash Equivalents Closing Balance of Cash and Cash Equivalents SCHEDULE 7 SIGNIFICANT ACCOUNTING POLICIES A. Basis of Preparation of Financial Statements a) The financial statements have been prepared under the historical cost convention, in accordance with the generally accepted accounting principles in India and the provisions of the Companies Act, 1956 as adopted consistently by the company. b) The company generally follows mercantile system of accounting and recognises significant items of Income and Expenditure on accrual basis. B. Use of Estimates The presentation of financial statement requires estimates and assumptions to be made that affect the reported amount of assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the actual result and estimates are recognised in the period in which the results are known / materialised. As per our Report of Even Date For Mulraj D. Gala Chartered Accountants Mulraj Gala Proprietor M. No Date : August 16, 2011 For and on behalf of the Board C. Employee Benefits Retirement Benefits are accounted on Cash Basis D. Provisions, Contingent Liabilities and Contingent Assets Provisions involving substantial degree of estimation in measurement are recognised when there is a present obligation as a result of past events and is probable that there will be an outflow of resources. Contingent liabilities are not recognised but are disclosed in the notes. Contingent assets are neither recognised nor disclosed in the financial statements

12 SCHEDULE - 8 NOTES ON ACCOUNTS 1. The previous year s figures have been reworked, regrouped, rearranged and reclassified, wherever necessary. Amounts and other disclosures for the preceding year are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year. 2. Contingent Liabilities Nil 3. In the opinion of the Board the Current Assets and Loans & Advances are approximately of the values stated if realised in the ordinary course of business. The provision for depriciation and known liability is adequate and not in excess of the amount reasonably necessary. 4. Earning Per Shares (EPS) Net Profit as per Profit and Loss Account (123756) Weighted Average Number of equity shares used as denominator for calculating EPS Basic and Diluted Earnings per share 0.01 (0.07) Face Value per equity share (Rs) The additional information pursuant to the provisions of Para 3, 4C and 4D of the Part II of the Companies Act, 1956 are NIL. 6. Balance Sheet abstract and general profile of the company is enclosed herewith. BALANCE SHEET ABSTRACT OF COMPANY S GENERAL BUSINESS PROFILE I. Registration Details : Regn. No Balance Sheet Date 31/03/2011 State Code 11 II. III. IV. Capital raised during the year : (Amount in Thousands) Public Issue Nil Rights Issue Nil Bonus Issue Nil Private Placement Nil Position of Mobilisation and Deployment of Funds : (Amount in Rs.) Total Liabilities Total Assets Sources of Funds : Application of Funds : Paid Up Capital Net Fixed Assets - Reserves & Surplus Investments - Deferred Tax Liability - Current Assets Unsecured Loans - Miscellaneous Current Liabilities Expenditure & Provisions Performance of the Company : (Amount in Thousands) Turnover Total Expenditure Profit before Tax Profit after Tax Basic and Dilulted 0.01 Dividend Rate Nil Earning Per Share (Rs) V. Generic Names of Principal Products, Services of the Company : Item Code No. NA Product Description NA As per our Report of Even Date For Mulraj D. Gala Chartered Accountants Mulraj Gala Proprietor M. No For and on behalf of the Board Date : August 16,

13 MORYO INDUSTRIES LIMITED Reg, off.: 1st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (W), Mumbai Reg. Folio No. PROXY FORM I/We of in the district of being a member/members of the above named Company here appoint of in the district of or failing him of in the district of as my/our proxy to vote for me/us on my/our behalf at the 23rd ANNUAL GENERAL MEETING of the Company to be held on 30th September, 2011 and any adjournment thereof. Signed this day of Signature Note : This form in order to be effective should be duly stamped, completed and signed and must be deposited at the Registered Office of the Company, not less than 48 hours before the meeting. MORYO INDUSTRIES LIMITED Reg, off.: 1st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (W), Mumbai ATTENDANCE SLIP 23rd Annual General Meeting : September 30, 2011 Reg. Folio No. I certify that I am a registered shareholder/proxy for the registered shareholder of the Company. I hereby record my presence at the 23rd ANNUAL GENERAL MEETING of the Company at 1st Floor, Square One, Near Pitambari Saree Showroom, Gulmohar Road, JVPD Scheme, Vile Parle (W), Mumbai at a.m. on Friday, September 30, Signature of the Shareholder/Proxy Note : Please fill in this attendance slip and hand it over at the ENTRANCE 23 24