Your Directors have pleasure in presenting the Twenty Fifth
Annual Report together with Audited Statement of Accounts of
the Company for the Financial Year ended 31st March, 2009.
The working Results of the Company are briefly given
Current Year (Rs. in
Previous Year (Rs. in
Sales & Other Income
Profit Before Interest & Depreciation etc.
- Surplus Profit Brought Forward from Previous
- Provision For Taxation
- Provision for Deferred Tax Liability
- Transfer To General Reserve
- Proposed Dividend
- Dividend distribution tax
- Surplus Profit Carried to Balance Sheet
Your Directors are pleased to recommend, for your
approval, payment of Dividend at the rate of 12% on equity
shares for the year ended on the 31st March, 2009(Previous
Year 20%), which, if approved by the shareholders in the
ensuing Annual General Meeting will absorb Rs. 103.66 Lacs
approx. including payment of tax, surcharge and cess
Review of Operations
TThe year under review has recorded decline in turnover
and profitability. The sales and other income have touched
Rs. 121.58 crores showing an decrease of 20.78% as compared
to the previous years Rs. 153.46 crores. Profit before tax
at Rs. 12.02 crores is lower by 21.28% as compared to Rs.
15.27 crores of last year. Out of the disposable surplus of
Rs. 709.29 lacs, a sum of Rs. 103.66 Lacs has been kept for
dividend and dividend tax and a sum of Rs. 500 lacs has been
transferred to General Reserves which stood at Rs. 3185.64
Lacs at the end of the year.
The operational performance of the Company has been
comprehensively discussed in the Management Discussion and
Analysis Report and the same forms part of this Directors’
The Statement showing particulars of employees pursuant
to the provisions of Section 217(2A) of the Companies Act,
1956 read with Companies (Particulars of Employees) Rules,
1975 is annexed hereto and forms part of this Report.
As regards disclosure under Section 217(1)(e) of the
Companies Act, 1956 read with Rule 2 of the Companies
(Disclosure of Particulars in the report of Board of
Directors) Rules, 1988, it has been advised that the
disclosure of particulars relating to Conservation of Energy
is not applicable to the Company.
The Company has so far not undertaken any Research &
Development activities or Development of any Technology in
the field of construction. Provision relating to disclosure
of Information in respect of foreign exchange earnings and
outgo as required under Rules 2(C ) of the Companies
(Disclosure of particulars in the report of Board of
Directors) Rules 1988 is already given in Para 3(c) & (d) of
Part of B of Schedule 12 of ‘Notes on Accounts’ forming part
of Audited Annual Accounts.
Information in respect of small scale undertakings as on
31st March, 2009 is also given in para 9 of Part B of
Schedule 12 of Notes on Accounts forming Part of Audited
ISO 9001:2000 Certification
We have immense pleasure to inform all of you that your
Company has been awarded ISO 9001:2000 Certification on 13th
ISO is a powerful set of statistical and management tool
that can create dramatic increase in systematic
productivity, customers satisfaction and shareholders’
value. Your Company continues to adhere to its true spirit,
along with the systems and procedures laid down in its
Corporate Governance and Management Discussion and
Analysis Report along with Certificate of the Auditors of
your Company pursuant to clause 49 of the Listing Agreement
with the Stock Exchanges has been included in this Report as
Annexure. Your company has been practicing the principles of
good Corporate Governance over the years. The Board of
Directors supports the broad principles of Corporate
Governance over the years. In addition to the basic
governance issues, the Board lays strong emphasis on
transparency, accountability and integrity.
Subsidiary Companies and Consolidated Financial
The Audited Balance Sheet as at 31st March, 2009 and
Profit & Loss Accounts for the year ending as on that date
together with the Reports of Directors’ and Auditors’
thereon of M/s Ansal Chaudhry Developers (P) Ltd., (Nepal),
Rahul Buildwell Pvt. Ltd.,(Nepal), M/s Rahul Township Pvt.
Ltd., (Nepal), M/s A.C. Shelters Pvt. Ltd., (Nepal), M/s A.C.
Infrastructure & Development Pvt. Ltd., (Nepal), the
Subsidiary Companies are enclosed. The consolidated Balance
Sheet of Ansal Buildwell Limited, its subsidiary companies
and its Jointly Controlled Entity (the Group) as at 31st
March, 2009 and Profit and Loss Account for the Financial
year ended on that date together with the Schedules is
The Statement pursuant to section 212 of the Companies
Act, 1956, containing the details of subsidiary companies as
on 31st March, 2009 is enclosed as annexure.
Pursuant to the directions of the Securities and
Exchange Board of India (SEBI) effective from 26th March,
2001 trading in the Company’s shares in dematerialization
form has been made compulsory for all investors.
Dematerialised form of trading would facilitate quick
transfers and save stamp duty on transfer of shares.
However, members are free to keep the shares in physical
form or to hold the shares with a “DEPOSITORY PARTICIPANT”
in demat form. For this purpose the Company has appointed
M/s Link Intime India Pvt. Ltd.(formerly M/s Intime Spectrum
Registry Ltd.) as Registrar and Share Transfer Agent(RTA) of
the Company. The specific ISIN No. allotted to the Company
by NSDL and CDSL is INE030C01015.
Fixed Deposits from the public, shareholders and
employees as on 31st March, 2009 stood at Rs. 52.08 lacs. 34
Deposits amounting to Rs. 8.93 lacs remained unclaimed as on
that date and out of above, three deposits amounting to Rs.
62,000/- was claimed as refund/renewal in the current year.
However, the balance amount of Rs. 8.31 lacs still remains
Shri V.P. Verma had resigned from the Directorship of
the Company in its Board Meeting held on 30th June, 2009.
Hence, he has also resigned from the Audit Committee and
Remuneration Committee of the Company. The Board of
Directors of the Company has already taken steps to search
another independent Director in his place.
Shri Subhash Verma and Shri K.S. Bakshi Directors, of the
Company retire by rotation and being eligible, offer himself
Director's Responsibility Statement
As stipulated in Section 217(2AA) of the Companies Act,
1956, your Directors subscribe to the “Directors’
Responsibility Statement” and confirm as under:
That in the preparation of
the Annual Accounts, the applicable Accounting Standards
had been followed and no material departures have been
made from the same.
That the Directors had
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 at the end
of the financial year and of the profit of the Company
for that period;
That the Directors had 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;
That the Directors had
prepared the annual accounts on a going concern basis.
The Equity shares of the Company are listed at Bombay
Stock Exchange Limited (BSE). The Company has paid Listing
Fee to the said exchange.
M/s Sekhri & Associates, Chartered Accountants, who
retire at the conclusion of this Annual General Meeting and
being eligible for re-appointment, have expressed their
willingness to be re-appointed as Statutory Auditors of the
Company. They have given certificate that the appointment,
if made, would be within the limit prescribed under Section
224(1) of the Companies Act, 1956. Your Directors recommend
their reappointment for another year.
Accounts and Auditors' Report
The observations of the Auditors are self-explanatory
and/or suitably explained in Notes to the Accounts.
The Directors wish to place on record their thanks and
The Central and State
Governments, as well as their respective Departments and
Development Authorities connected with the business of
the Company for their co-operation and continued
The bankers and Housing
Finance Companies as well as other Institutions for the
financial facilities and support;
The Members, Depositors,
Suppliers/Contractors for the trust and confidence
reposed and to the customers for their valued patronage.
The Board also takes this opportunity to express their
sincere appreciation of the efforts put in by the employees
at all levels for achieving the results and hopes that they
would continue their sincere and dedicated endeavour towards
achieving better working results during the current year.
and on behalf of the Board
First Floor, Prakashdeep Building
7, Tolstoy Marg, New Delhi-110 001
Date : 30th June, 2009