TO THE MEMBERS
Your Directors are pleased to present their Twenty Third Annual Report together with
its Audited Accounts of your company for the year ended 31st March, 2013.
||(Amount in lacs)
||Year Ended March 31, 2013
||Year Ended March 31, 2012
|Income from Sales & Operation
|Less: Operating & Other Expenses
|Profit before Depreciation, Finance Costs and Tax
|Less: Finance Costs
|Profit before Tax
|Less: Provision for Tax
|Add: MAT Credit
|Profit after Tax
|Add: Balance brought forward from the previ ous year
|Amount available for Appropriation
|Short /Excess provision of taxes of earlier years (Net)
|A dividend of 10% i.e. Rs.1/- per Equity Share was recommended by the Board of
Directors on May 29, 2013 (In respect of the previous year, a final dividend of 10% i.e.
Rs. 1/- per Equity Share was declared and paid to the Members) Tax on Dividend
|- Balance carried to Balance Sheet
Your Directors are pleased to recommend a dividend of 10% i.e. Rs.1/- per Equity Share
of Rs.10 each subject to the approval of the shareholders at the ensuing Annual General
Meeting for the financial year ended March 31st, 2013. Dividend would involve a cash outgo
of Rs. 200.49 lakhs towards dividend and Rs. 34.07 lakhs towards tax on dividend.
Dividend, as recommended by the Board, if approved at the Annual General Meeting, will be
paid on or after September 21, 2013 to those members or their mandates whose names appear
in the register of members as on September 13, 2013. In respect of shares held in
dematerialised form, it will be paid to members whose names are furnished by National
Securities Depository Limited (NSDL) and Central Depository Services (India) Limited
(CDSL), as beneficial owners as on September 13, 2013.
OPERATIONS AND FINANCIAL OVERVIEW
Your company has recorded significant performance growth during the financial year
under review. With your company`s aggressive expansion plan and asset light business
model, the total income of the company for the financial year ended March 31,2013 has
increased from Rs. 4910.71 lac to Rs. 10,142.69 lac. Profit after tax of your company has
increased by 224% as compared to previous financial year. The company has registered
profit after tax of Rs. 775.66 lakhs as compared to profit of Rs. 239.69 lakhs in the
previous year. The total turnover of the company for the year was recorded at Rs. 10092.54
lakhs as compared to Rs. 4905.97 lakhs in the previous year, an increase of around 105 %
over last year
EXPANSION /AUGMENTATION OF HOTELS
During the year, company continued to move ahead with its strategy to achieve its
growth objectives. Accordingly, under its expansion your company has entered into a Lease
contract to operate two new hotels i.e, The Byke-Neelkanth in Manali and The Byke - Hidden
Paradise in Goa, under `The Byke` brand. The company`s steps to start its new operations
with "The Byke - Neelkanth, Manali" with 40 guest rooms and "The Byke
-Hidden Paradise Goa "with 40 guest rooms in first year of operation, have been very
successful and achieved high occupancy ratio.
The above mentioned these two new hotels have received excellent feedback and accolades
from both trade analysts and discerning international travelers; eventually the company
has reached new heights. With this presently your company owns or operates seven hotels at
the locations viz.
||NAME OF THE HOTEL
||The Byke - Heritage
||The Byke - Redwood
||The Byke - Old Anchor
||The Byke- Hidden Paradise
||The Byke- Sunflower
||The Byke - Neelkanth
||Manali (Himachal Pradesh)
||The Byke - Paawana
Company under its expansion plan is also in negotiations with various state tourist
departments to manage & operate their state owned hotels under the joint brand name.
The company expects to start its operations of the Hotels under the brand "The
Byke" at Shimla (Himachal Pradesh), Navi Mumbai & Mahablashewar (Maharashtra),
Aronda (Goa), Kollam (Kerala), Hampi (Karnataka) and Jodhpur (Rajasthan) in coming years.
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
Your company continued to carry out initiatives aimed at contributing to the
socio-economic well being and development of the communities and the ecosystem that it
interacts with. These are discussed in detail in the Management Discussion and Analysis
Report forming part of this Annual Report.
CORPORATE GOVERNANCE REPORT
A Report on Corporate Governance along with a certificate from the statutory auditors
of the company regarding the compliance of Corporate Governance as stipulated under Clause
49 of the Listing Agreement forms part of the Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS
A detailed analysis of the company`s operational and financial performance as well as
the initiative taken by the company for its expansion, the existing hotel properties and
the proposed business ventures & upcoming hotels of Byke are separately discussed in
the Management Discussion and Analysis Report which forms part of this Annual Report.
Mr. Bharat Thakkar has been appointed as Additional Directors on February 14, 2013.Mr.
Bharat Thakkar is an Independent Director and holds office up to the date of ensuing
Annual General Meeting (AGM) of the company and is eligible for appointment as director.
The company has received notice under Section 257 of the Act, in respect of him, proposing
his appointment as a director of the company. Resolution seeking approval of the members
for the appointment of Mr. Bharat Thakkar as director of the company has been incorporated
in the notice of the forthcoming AGM along with brief details about him.
Mr. Pramod Kumar Patodia and Mr. Ramesh Vohra, Directors retire by rotation at the
ensuing Annual General Meeting and being eligible, offer themselves for reappointment. As
stipulated in terms of Clause 49 of the Listing Agreement with the Stock Exchanges, brief
resume of Mr. Bharat Thakkar, Mr. Pramod Kumar Patodia and Mr. Ramesh Vohra have already
been provided in the Notice.
DIRECTORS` RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 217 (2AA) of the Companies Act, 1956, with
respect to the Directors` Responsibility Statement, it is hereby confirmed that:
i. in the preparation of the annual accounts for the financial year ended March
31st,2013,the applicable accounting standards have been followed and that there are no
material departures from the same;
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 of the company as at March 31st , 2013 and of profit of
the company for the said period;
iii. the directors have taken proper and sufficient care to the best of their knowledge
and ability 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
detecting fraud and other irregularities; and
iv. the directors have prepared the accounts for the financial year ended March 31,
2013 on a `going concern` basis.
During the year 2012-13, your company has not accepted any deposits from the public
within the meaning of Section 58A of the Companies Act, 1956.
LISTING AND TRADING OF SHARES
The Equity Shares of your company continue to remain listed and traded on the Bombay
Stock Exchange Limited and Madras Stock Exchange Limited. With effect from December 30,
2011 the Equity Shares of your company are allowed to Trade on National Stock Exchange as
The Listing fee payable under the Listing Agreement for the financial year 2013-2014
has been duly paid to the Bombay Stock Exchange Limited and Madras Stock Exchange Limited.
The Auditors Report to the shareholders does not contain any qualifications hence does
not require any comments on the same. A company, whose securities are listed on the Stock
Exchanges, is compulsorily required to follow the accounting standards prescribed by the
Institute of Chartered Accountants of India.
M/s A.P. Sanzgiri & Co, Chartered Accountants, statutory auditors of the company
holds office until the conclusion of the ensuing Annual General Meeting and are eligible
for re-appointment. The company has received a letter from them to the effect that their
appointment, if made, would be within the prescribed limits under section 224(IB) of the
Companies Act, 1956.
PARTICULARS OF EMPLOYEES
There were no employees drawing remuneration more than prescribed limit under Section
217 (2A) of the Companies Act, 1956.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
In view of the nature of activities which are being carried on by the company, Rules 2A
and 2B of the companies (Disclosure of Particulars in the Report of Board of Directors)
Rules, 1988 concerning conservation of energy and technology absorption respectively are
not applicable to the company.
Further, there were no foreign exchange earnings or outgo during the year under review.
ACKNOWLEDGEMENT AND APPRECIATION
Your Directors wish to take this opportunity to place on record their appreciation for
the unstinted support and co-operation of the company`s Customers, shareholders, bankers,
various regulatory authorities and the central and state government officials. The
Directors would also like to appreciate the employees of the company at all levels for
their hard work, dedication and commitment for making the company to reach at new heights.
The valuable contributions made by the employees have enabled the company to achieve
For and On behalf of the Board of Directors
August 5, 2013
Annexure I to the Directors` Report
for the year ended 31st March, 2013
Particulars as per the Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules, 1988 and forming part of the Directors` Report for the year ended 31st
A. CONSERVATION OF ENERGY
a. Energy Conservation measures taken: The operations of your company are not
energy-intensive. However, adequate measures have been initiated to reduce energy
b. Additional investments and proposals, if any, are being implemented for reduction of
consumption of energy:
1. Installation and retrofitting of energy efficient CFL/LED lights.
2. Solar hot water system in large resorts.
3. Installation of motion and time control for lighting systems.
4. Energy audits were being conducted for identification and reductions.
c. Impact of the measures taken/to be taken at (a) & (b) above for reduction of
energy consumption and consequent impact on the cost of production of goods:
The above measures have resulted in reduction of energy consumption.
d. Total energy consumption and energy consumption per unit of production as per Form-A
of the Annexure to theRules in respect of industries specified in the schedule: Not
B. TECHNOLOGY ABSORPTION
|Research & Development (R&D)
|1. Areas in which R&D is carried out during the year.
||: The Company has not carried any R&D activities
|2. Benefits derived as a result of the above efforts
||: Not Applicable
|3. Future plan of action
||: Not Applicable
|4. Expenditure on R&D
|5. Technology absorption, adaptation and innovation
|6. Imported technology for last 5 years
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
Particulars with regard to Foreign Exchange Earnings and Outgo are given in the Notes
||For and on behalf of the Board
|August 5, 2013