INDIA LEASE DEVELOPMENT LIMITED
ANNUAL REPORT 2011-2012
DIRECTOR`S REPORT
Your Directors present the Twenty Seventh (27th) Annual Report together
with the Audited Statement of Accounts of the company for the year ended
31st March, 2012.
FINANCIAL RESULTS
The Financial Results of the Company for the year ended 31st March, 2012
are summarised below for your consideration:-
(Rs. In Lacs)
Particulars Year ended Year ended
31st March, 2012 31st March, 2011
Profit/(Loss) before taxation,
interest, depreciation and
provisions (19.15) (206.33)
Interest - (0.10)
Depreciation including Impairment (2.72) (8.97)
Profit/(Loss) before provision
for non performing assets & tax (21.87) (215.40)
Provision for non performing
assets written back 181.37 572.58
Excess provision of income tax
written back - 31.65
Profit/Loss for the year 159.50 388.83
Profit/Loss brought forward (2167.28) (2326.79)
Accumulated Losses brought
forward from MGF Services Limited - (151.57)
Total Profit/Loss (2007.78) (2089.53)
Appropriations
Transferred to Statutory Reserves
u/s 45-IC of the RBI Act, 1934 (31.90) (77.76)
Balance carried forward to
Balance Sheet (2039.68) (2167.29)
REVIEW OF OPERATIONS
The company is focussing its attention in recovery of the dues from the
customers. The management is confident that with the maximum recovery, the
funds generated will be deployed to earn better yield on investments.
DIVIDEND
In view of accumulated losses, the Board does not recommended any dividend
for the year under review.
COMPANY`S CATEGORY
The company continues to hold the certificate issued by Reserve Bank of
India in Category "B" as Non Accepting Deposits Non Banking Finance
Company.
AUDITORS` REPORT
INFORMATION AND EXPLANATIONS/ OBSERVATIONS IN THE AUDITORS` REPORT.
A. OBSERVATIONS IN THE MAIN AUDITORS` REPORT AND MANAGEMENT COMMENTS
THEREOF.
Auditors` Observations
a) Para 2 -On a Going Concern Basis
It has been suitably explained in para 2 of Note-21 of Notes on Accounts
Para 3(a)
Shortfall in value of Long Term Investments
In regard to shortfall, management is of the view that these investments
are in associate company which is running satisfactorily on Going Concern
basis, the diminitution in value is not of permanent nature and as such no
provision for the shortfall has been considered necessary.
Para 3(b)
Accounting of Overdue Charges on Hire-Purchase/ Lease Receivables and Bill
Discounted, Loans against hypothecation respectively, are accounted for on
realisation basis, in view of significant uncertainties instead of on
accrual basis.
In accordance with para viii (e) of accounting policy, overdues are
consistently accounted for only on realisation basis.
Para 3(c) - Non Compliance of Prudential Norms
In view of negative net worth, this has a consequential effect which,
inter-alia, means non compliance of the provisions of RBI`s prudential
norms as regards maintenance of Credit Adequacy Ratio (CAR), Credit/
Investments, etc Observations in Annexure referred in paragraph 1 of the
Auditor` Report (CARO)
b) Para (i)(a) & (b)-Quantitative details of assets on lease
The management has since carried out physical verification of assets on
lease. Confirmation from some lessees has been received.
In terms of RBI Directions, the Auditors have submitted a separate report
to the Board of Directors. As the observations on account of negative net
worth are general in nature viz, non meeting the requirement of capital
adequacy and concentration of credit/investments, the same have been
suitably explained hereinabove and have not been responded to separately.
REPORT ON CORPORATE GOVERNANCE
A detailed report on Corporate Governance together with Management
Discussions and Analysis Report has been included separately in Annexure
`A` and `B` respectively which forms part of the Director`s Report.
DIRECTORS` RESPONSIBILITY STATEMENT AS REQUIRED UNDER 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 there are no material departures from the
applicable accounting standards;
ii) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs for the
company as at the end of financial year ended 31st March, 2012 and of the
Profit of the Company for that period;
iii) 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;
iv) The statement of accounts for the year ended 31st March, 2012 have been
prepared on a Going Concern Basis.
DIRECTORS
In accordance with the requirements of Section 256 of the Companies Act,
1956 and the Articles of Association of your company, Shri M.K.Madan,
Director and Shri Sharad Aggarwal, Director retire by rotation and being
eligible, offer themselves for re-appointment.
PARTICULARS OF EMPLOYEES
There are no employees in receipt of remuneration which, inter-alia,
requires the company to furnish the particulars of employees as required by
Section 217(2A) of the Companies Act, 1956, read with the Companies
(Particulars of Employees), Rules, 1975.
DEMATERIALISATION
Members who have not yet got their shares dematerialized, are requested to
opt for the same in their own interest and send their certificate through
Depository Participants(s) with whom, they have dematerialized account, to
the Company`s Registrar and Transfer Agents, M/s Alankit Assignments
Limited, 2E/21, Alankit House, Jhandewalan Extension, New Delhi-110055.
Further The Securities and Exchange Board of India(SEBI) has mandated the
submission of Permanent Account Number(PAN) by every participant in
securities market. Members holding shares in electronic form are,
therefore, requested to submit the PAN to their Depository Participants
with whom they are maintaining their Demat Accounts. Members holding shares
in physical form can submit their PAN details to the company.
AUDITORS
M/s S.N. Dhawan & Co., Chartered Accountants, Statutory Auditors, retire
and are eligible for re-appointment. A certificate under Section 224(1B) of
the Companies Act, 1956, has been obtained.
SECRETARIAL AUDIT
A secretarial audit for the year 2011-2012 was carried out by Ms. Anjali
Yadav, Practicing Company Secretary. The said secretarial unqualified
report forms part of this Annual Report.
The secretarial audit report confirms that the company has complied with
all the applicable provisions of the Companies Act, 1956, Depositories Act,
1956, Listing Agreements with the Stock Exchanges, Securities
Contracts(Regulations) Act, 1956 and all the regulations of SEBI as
applicable to the company, including the Securities and Exchange Board of
India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
and the Securities and Exchange Board of India (Prohibition of Insider
Trading) Regulations 1992.
COMPLIANCE BY THE COMPANY
The Company has complied with the requirements of the Stock Exchange, SEBI
and other statutory authorities on all matters relating to the capital
markets during the last three years. No penalties or strictures have been
imposed on the company by the Stock Exchange, SEBI or any other statutory
authorities relating to the above.
CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT
The Board of Directors of the Company has adopted a Code of Conduct for
Directors and Senior Management and the same is available on the website of
the Company i.e. www.indialease.com
E-mail ID FOR INVESTOR`S GRIEVANCES
In compliance of sub clause (f) to the Clause 47 of the Listing Agreement,
the company has designated an e-mail address i.e.
ildcomplaints@indialease.com of the grievance redressal division/compliance
offer exclusively for the purpose of registering complaints by Investors.
NOMINATION FACILITY
In case, any of the members wish to avail facility of Nomination, Form
(Form 2B) alongwith instructions, they are requested to send the duly
completed form to the Registrars of the Company and/or at the Registered
Office of the Company.
CEO/CFO CERTIFICATION
The CEO and the CFO of the Company have certified to the Board with regard
to the compliance made by them in terms of Clause 49(V) of the Listing
Agreement.
CONSOLIDATION OF FOLIOS AND AVOIDANCE OF MULTIPLE MAILING
Members who may have more than one folio in their individual name or
jointly with other persons mentioned in the same order, are requested to
write to the Registrars and Share Transfer Agents indicating the folio
numbers for consolidation of similar holdings under one folio.
CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE
EARNINGS/OUTGO.
In terms of the requirements of Clause (e) of sub section (1) of Section
217 of the Companies Act, 1956, read with the Companies (Disclosure of
Particulars in the Report of Board of Directors) Rules, 1988, the
particulars are given as under:-
a) Technology Being a finance company, the same is
not applicable
b) Conservation of Energy -do-
Transactions in Foreign Currency
31.03.12 31.03.11
a) Expenditure in Foreign Currency - -
i) Repayment of Foreign Currency Loan - -
ii) Interest on Foreign Currency Loan - -
iii) Travelling Expenses - -
b) Shares held by Non Residents
Shareholders 9123 11730
No. of Shareholders 13 15
ACKNOWLEDGEMENTS
Directors place on record their thanks for the assistance and cooperation
received from Banks and all other customers for their continued support and
patronage.
Yours Directors also wish to place on record the dedicated and devoted
services rendered by all personnel of the Company.
By Order of the Board of Directors
For India Lease Development Limited
Rajiv Gupta
Chairman
Place: New Delhi
Date : August 23, 2012
ANNEXURE `B` TO THE DIRECTOR`S REPORT
MANAGEMENT`S DISCUSSION AND ANALYSIS:
NBFC- INDUSTRY STRUCTURE AND BUSINESS DEVELOPMENTS
Industry Overview:
The business of the Company is that of a Non Banking Finance Company(NBFC).
Non Banking Financial Companies(NBFCs) play a crucial role in broadening
access to financial services, enhancing competition and diversification of
the financial sector.
NBFCs have an advantage over banks as the business model is relationship-
oriented, requires a good geographical spread and survives on thin margins.
Banks and NBFCs compete for some similar kinds of business. Inspite of
strong competition faced by the NBFCs, the inner strength of NBFCs viz
local knowledge, credit appraisal, skill, well trained collection
machinery, close monitoring of borrowers and personalized attention to each
client are catering to the needs of small and medium enterprises in the
rural and semi urban area.
Outlook on opportunities, threats, risks and concerns:
The company is consolidating its position and making its best efforts to
realize the maximum from the customers by taking recourse of legal remedies
where warranted.
Internal control System and adequacy
Your company has an adequate system of Internal control, designed to
provide reasonable assurance that assets are safeguarded, transactions are
executed in accordance with management`s authorization and properly
recorded. Accounting records are adequate for preparation of financial
statements and other financial information. Besides, the management has put
in place system for review and monitoring of non performing assets of the
company for effecting recoveries.
Financial
The Financial performance of the Company are given as under:-
(Rs. In Lacs)
Particulars Year ended Year ended
31st March, 2012 31st March, 2011
Profit/(Loss) before taxation,
interest, depreciation and
provisions (19.15) (206.33)
Interest - (0.10)
Depreciation including Impairment (2.72) (8.97)
Profit/(Loss) before provision for
non performing assets & tax (21.87) (215.40)
Provision for non performing
assets written back 181.37 572.58
Excess provision of income
tax written back - 31.65
Profit/Loss for the year 159.50 388.83
Profit/Loss brought forward (2167.28) (2326.79)
Accumulated Losses brought
forward from MGF Services Limited - (151.57)
Total Profit/Loss (2007.78) (2089.53)
Appropriations
Transferred to Statutory Reserves
u/s 45-IC of the RBI Act, 1934 (31.90) (77.76)
Balance carried forward to
Balance Sheet (2039.68) (2167.29)
Risk and Concern
In view of no fresh business exposure, the existing clients sometimes lead
to default in repayment which has a cascading effect on other customers for
which suitable measures to control this trend are taken
Human Resources
Your company considers human resources a key element. The company has a
competency based performance and potential appraisal systems for
identifying and developing managerial talents and is reviewed on an on
going basis. Emphasis is laid on providing adequate training to its
employees, to meet the attitudinal and cultural values of the organization
ethos to achieve customer satisfaction.
Disclaimer
Certain Statements in the Management Discussion and Analysis describing the
company`s views about the industry, expectations, objectives, etc may be
understood within the meaning of applicable laws and regulations. Factors
like changes in Government regulations, tax laws and other factors as such
industrial relations and economic developments etc. may further influence
the company`s operations or performance. |