DIRECTORS’ REPORT

Directors are presenting their Third Annual Report together with the Audited Accounts Statements for the period ended 31st March 2014.

OPERATIONS

During the year company has incurred expenses of Rs. 33,371/- resulting in loss after tax of Rs. 33,371/-.

ISSUE OF SHARE CAPITAL

The Company has not issued any Share Capital during the year.

DIVIDEND

The Board of Directors does not recommend any dividend for the year under review.

HOLDING COMPANY

During the year, the company continues to be a wholly owned Subsidiary of Jindal Photo Limited.

DIRECTORS

Shri Shammi Gupta is retiring by rotation at the ensuing Annual General Meeting, and being eligible, offers himself for re-appointment.

Shri Krishnaswamy Ramaswamy Iyer and Shri Shiv Kumar Mittal have been recommended to be appointed as Director of the Company.

Shri Sunil Kumar Aggarwal and Shri Naveen Kumar Goel resigned from Directorship. The Board wishes to place on record its sincere appreciation for the valuable services rendered by them during their tenure as Director of the Company.

PERSONNEL

Provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are not applicable to the company.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Director’s Responsibility Statement, it is hereby confirmed;

1)  That in preparation of the accounts for the financial year ended 31st March, 2014; the applicable accounting standards have been followed along with proper explanations relating to material departures;

2) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 financial year and of the profit or loss of the company for the year under review;

3) That the Directors have taken proper and sufficient care 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;

4) That the Directors have prepared the accounts for the financial year ended on 31st March, 2014 on a ‘going concern’ basis

AUDITORS

M/s B K Shroff & Company, Chartered Accountants, New Delhi are retiring at the ensuing Annual General Meeting, but being eligible offer themselves for re-appointment.

They have furnished a certificate to the effect that their re-appointment, if made, will be in accordance with the section 139 of the Companies Act, 2013 and applicable rules made thereunder.

AUDITORS’ REPORT

The comments/ observations of Auditors are explained in Notes to the Accounts, forming part of the Balance Sheet as at 31st March, 2014 and Profit and Loss Account for the year ended on that date are self-explanatory and  therefore do not call for any further comment.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The provisions of clause 2(A) (d) of the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, in so far as it related to conservation of energy, and technology absorption are not applicable, as the company does not have any manufacturing activity.

The Company is also not having any foreign earnings and outgo during the period under review.

ACKNOWLEDGEMENT

Your Directors take this opportunity to express their sincere appreciation for the support and co-operation of all concerned.

OPERATIONS During the year company has incurred expenses of Rs. 33,371/- resulting in loss after tax of Rs. 33,371/-.

DIVIDEND The Board of Directors does not recommend any dividend for the year under review.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO The provisions of clause 2(A) (d) of the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, in so far as it related to conservation of energy, and technology absorption are not applicable, as the company does not have any manufacturing activity. The Company is also not having any foreign earnings and outgo during the period under review.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO The provisions of clause 2(A) (d) of the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, in so far as it related to conservation of energy, and technology absorption are not applicable, as the company does not have any manufacturing activity. The Company is also not having any foreign earnings and outgo during the period under review.

PERSONNEL Provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are not applicable to the company.

DIRECTORS’ RESPONSIBILITY STATEMENT Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Director’s Responsibility Statement, it is hereby confirmed; 1) That in preparation of the accounts for the financial year ended 31st March, 2014; the applicable accounting standards have been followed along with proper explanations relating to material departures; 2) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 financial year and of the profit or loss of the company for the year under review; 3) That the Directors have taken proper and sufficient care 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; 4) That the Directors have prepared the accounts for the financial year ended on 31st March, 2014 on a ‘going concern’ basis

AUDITORS’ REPORT The comments/ observations of Auditors are explained in Notes to the Accounts, forming part of the Balance Sheet as at 31st March, 2014 and Profit and Loss Account for the year ended on that date are self-explanatory and therefore do not call for any further comment.