ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of...

37
21 st ANNUAL REPORT 2012-13 PRETTO LEATHER INDUSTRIES LIMITED Regd. Office of the Company :149, Civil Lines, Opp ADM Compound,Bareilly(U.P)-243 00 1

Transcript of ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of...

Page 1: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

21st

ANNUAL REPORT2012-13

PRETTO LEATHERINDUSTRIES LIMITED

Regd. Office of the Company :149, Civil Lines, Opp ADM Compound,Bareilly(U.P)-243 00 1

Page 2: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

Pramod Kumar Saxena (Managing Director)Dinesh Malik (Director)Ominder Kumar (DirectorVinod Kumar Dhama, (Director)

CORPORATE INFORMATIONBOARD OF DIRECTORS1.2.3.4.

AUDITORSI.P. PASRICHA & co.(CHARTERED ACCOUNTANTS)243, SATYAM TOWER,COMMERCIAL COMPLEX, PASCHIM VIHARNEW DELHI-11 0063

REGISTERED OFFICE149, CIVIL LINES, OPP. ADM COMPOUND,BAREILL Y (U.P.) -243001PH No. 08882740943Email [email protected]

ADMINISTRATIVE OFFICEA-105, 3RD FLOOR, SECTOR-63NOIDA (U.P.)-201301

BANKER OF THE COMPANY: 1. State Bank Of India,Sector-63, Noida (U.P)-201301

2 !CICI BankSector-63, Noida (U.P)-201301

REGISTRAR AND TRANSFER AGENTSAlankit Assignment LimitedAlankit House2E/21, Jhandewalan Extn. New Delhi-110055Ph.: 08860611607Fax 91-11-42541100Email: [email protected]

CONTENTS PAGE NO.1. NOTICE 3-82. EXPLANATORY STATEMENT 9-10(Pursuant to Section 173(2) of the Companies Act, 1956)3. DIRECTORS REPORT 11-134. CORPORATE GOVERNANCE REPORT 14-215. MANAGEMENT DISCUSSION & ANALYSIS REPORT 226. CEO & CFO CERTIFICATION 237. DECLARATION - COMPLIANCE WITH THE CODE OF CONDUCT-248. AUDITORS REPORT 25-309. BALANCE SHEET / PROFIT & LOSS / NOTES 31-3810. CASH FLOW STATEMENT 39

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PRETTO LEATHER INDUSTRIES LIMITED.Regd. Office of the Company:149, Civil Lines, Opp ADM Compound, Bareilly(U.P)-243001

NOTICE

Notice is hereby given that the 20th Annual General Meeting of the members of the Companywill be held on Saturday, the 30th September, 2013 at 9.00 am at A-149, Civil Lines, Opp.ADM Compound, Bareilly (U.P,)- 243001 to transact the following business :-

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet as at 31 st March 2013andthe Profit and Loss Account for the period on that date and the Report of the Directorsand Audits thereon.

2. To Appoint a Director in place of Shri Ominder Kumar who retires by rotation and iseligible for re-appointment.

3. To Appoint a Director in place of Shri Vinod Dhama who retires by rotation and iseligible for re-appointment.

4. To re-appoint J.P. PASRICHA & CO., Chartered Accountants as Auditors of theCompany to hold office from the conclusion of this Annual General Meeting up to theconclusion of next Annual General Meeting and to fix their remuneration.

SPECIAL BUSINESS

5. To Concider & if through fit to pass With or Without modification (s) the followingresolution as on ordinary Resolution:

"Resolved that in accordance with the provision of the section 198, 269, 309 andsch~dule-xiii and other applicable provisions if any of the companies act 1956 thecompany hereby approves the appointment of JAYESH KUMAR as ManagingDirectors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and thepayment of remuneration as follows

Basic SalaryHRACar FacilityMedical Remuneration

Rs. 10000/- P.M.Rs. 4000/- P.M.Rs. 2000/- P.M. or Actual (whichever is higher)Rs. 1000/- P.M.

RESOLVED FURTHER THAT the Board of the Company be and is herebyauthorized to increase, vary or amend the terms and conditions ·of the and/orremigration from time to time as deemed expedient and necessary and with in the

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prescrived limit or sailing as provided in schedule XIII of the Companies Act, 1956 asexisting or as amended thereof as the Board may deemed fit.

6. To Concider & if through fit to pass With or Without modification (s)the followingresolution as on ordinary Resolution:

"Resolved that in accordance with the provision of the section 198, 269, 309 andschedule-xiii and other applicable provisions if any of the companies act 1956 thecompany hereby approves the appointment of AKSHEY KUMAR as ManagingDirectors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and thepayment of remuneration as follows

Basic SalaryHRACar FacilityMedical Remuneration

Rs. 10000/- P.M.Rs. 4000/- P.M.Rs. 2000/- P.M. or Actual (whichever is higher)Rs. 1000/- P.M.

RESOLVED FURTHER THAT the Board of the Company be and is herebyauthorized to increase, vary or amend the terms and conditions of':"the and/orremigration from time to time as deemed expedient and necessary and with in theprescrived limit or sailing as provided in schedule XIII of the Companies Act, 1956 asexisting or as amended thereof as the Board may deemed fit.

BY ORDER OF THE BOARD OF DIRECTORS

JA YESH KUMARCHAIRMAN

Place: BAREILL Y (V.P.)Date: 03/09/2013

NOT E S:·1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE M~ETING IS

ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OFHIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.PROXIES IN ORDER TO BE EFFECTIVE MUST BE RECEIVED BY THECOMPANY NOT LESS THAN 48 HOURS BEFORE THE MEETING. A BLANKPROXY FORM IS APPENDED.

2. The Register of Shareholder and Share Transfer Books of the Company will remain closedfrom September ~, 2013 to September 2lJ, 2013 (both days inclusive).

3. Shareholders who hold shares in dematerialised form are requested to bring their client ID andDP ID numbers for easy identification of attendance at the meeting.

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4. All documents referred to in the accompanying Notice are open for inspection at theRegistered Office of the Company during office hours on all working days, except Saturday/Sunday and other holidays, between 1:00 p.m. and 3:00 p.m. up to the date of Annual GeneralMeeting.

5. Corporate shareholders/ Trusts/ Societies intending to send their authorised representative toattend the AGM are requested to send a duly certified copy of the Board/ ManagingCommittee Resolution authorising their representative to attend and vote at the Meeting.

6. In case of joint holders attending the meeting, only such joint holder who is higher in the orderof names will be entitled to vote.

7. Shareholders desiring any information as regards the Accounts are requested to write to theCompany in advance so as to enable the Management to keep the information ready at theAnnual General Meeting.

8. Members/Proxies should bring the enclosed attendance slip duly filled in, for attending themeeting alongwith Annual Report.

9. Resume of director proposed to be appointed at the ensuing Annual General Meeting IS

provided separately.

10. Members are requested to notifY the change in their address, if any.

1I. As part of the Green Initiative in Corporate Governance, the Ministry of Corporate Affairs(MCA), Government ofIndia, through its Circular Nos. 17/2012 and 18/2012, dated April 21and 29, 2012 respectively, has allowed companies to send official documents totheirshareholders electronically.

Notes:It is a welcome move for the society at large, as this will reduce paper consumption to a great extentand will allow shareholders to contribute towards a Greener Environment. Further, it will ensureinstant and definite receipt of the all notices/documents by you.

Recognizing the spirit of the circular issued by MCA, we propose to send documents like the Noticeconvening the general meetings, Financial Statements, Directors' Report, Auditors' Report etc. inelectronic form, to the email address provided by you and made available to us by the Depositories.

Following the government directive, the full text of these reports will also be made available in aneasily navigable format on the website of the Company, www.prettoleather.com. We will notifY thedate of the AGM and the availability of documents on the website in the prominent newspaper bothEnglish and vernacular. As before, physical copies of the Annual Report will be available at ourregistered office for inspection during office hours.

All Shareholders are requested to be a part of this green initiative of Government of India byregistering their e-mail address for enabling the Company to send the communication includingAnnual Report to shareholders bye-mail.

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Shareholders holding shares in physical form are requested to provide the requisite infonnationas performat given below by post or e-mail to:

Alankit Assignment Limited

Email:E-COMMUNICATION REGISTRATION FORM(Pursuant to Circular nos. 17/2012 dated 21.04.11 and. 18/2012 dated29.04.11 issued by the Ministry of Corporate Affairs)

Folio No.1 DP 10 & Client 10 :Name of First Registered Shareholder:Name(s) of Joint Shareholder(s) :Registered Address:E-mail address (to be registered) :

I/we, shareholders(s) of Pretto Leather Industries Limited agree to receive all communication fromthe Company in electronic mode. Please register the above mentioned e-mail address in your recordsfor sending communication through electronic mode.

Dated: Signature of First Holder

Notes:a. The format given above is also available at the website of the Company at·www.Prettoleathcr.com

b. Shareholders holding shares in dematerialized fonn are requested to register their emailaddresses with their Depository Participant, ifnot done so far.c. Please note that as a member of the Company you are entitled to receive allcommunications in physical fonn upon making specific request in this regard.

d. Shareholder(s) are requested to keep the Company/Depository Participants infonnedas and when there is any change in their registered e-mail address.

BRIEF RESUME OF THE DIRECTOR PROPOSED FOR RE-PPOINTMENT/APPOINTMENT AT THE 24TH ANNUAL GENERAL MEETING VIDE ITEMS NO.2 OF THE NOTICE

Present residential DOB QUALIFICATION / II

address EXPERIENCE,. I,I

NAME AND ,II

FATHER'S NAME I

UNDERGRADUATE/11VI LLAGE-JAWLI" Ominder Kumar 28/081975LPOST OFFICE-LONI, S/O SHRI ROSHAN YRS

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GHAZIABAD, 201001, LALUttar Pradesh, INDIA58-C, NEW LAYAL VINDO KUMAR 07/01/1976 GRADUATE 18 YEARSPUR DHAMA S/OKRISHNA NAGAR RICHPAL SINGHDELHI DHAMADINESH KUMAR 16, PRIY ALOK 01/06/1969 GRADUATE 10 YEARMALIK COLONY, SEWLA

KALAN, DEHRADUN,246001, UUarakhand

Membership of CommitteesAudit CommitteeRemuneration CommitteeShareholder's Grievances (Pretto Leather Industries Limited)Committee (Pretto Leather Industries Limited.)

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EXPLANATORY STATEMENT(Pursuant to Section 173(2) of the Companies Act, 1956)

Item NO.5

Mr. JAYESH KUMAR was appointed as Managing Director ofthe Company for a Period of one yearw.e.f. 29/09/2013 on payment of remuneration as given in the resolution.

Mr. JA YESH KUMAR has vast experience in different areas of management or about 5 years. Theboard considers that the Company would be greatly benefit from his experience.

The Directors recommended the passing this resolution. Mr. JAYESH KUMAR is interested orconcerned in the resolution as its relates to its appointment and remuneration to him.

Except Mr. JAYESH KUMAR, no other Director is interested or concerned in the said resolution.

Item NO.6

Mr. AKSHAY SINGH was appointed as WHOLE TIME DIRECTOR of the Companyfor a Period ofone year w.e.f. 29/09/2013 on payment of remuneration as given in the resolution.

Mr. AKSHA Y SINGH has vast experience in different areas of management or about 5 years. Theboard considers that the Company would be greatly benefit from his experience.

The Directors recommended the passing this resolution. Mr. AKSHA Y SINGH is interested orconcerned in the resolution as its relates to its appointment and remuneration to him.

Except Mr. AKSHA Y SINGH, no other Director is interested or concerned in the said resolution.

BY ORDER OF THE BOARD OF DIRECTORS

PRAMOD KUMAR SAXENACHAIRMAN

Place: BAREILL Y (U.P.)Date: 03/09/2013

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PRETTO LETHER INDUSTRIES LIMITED

DIRECTOR'S REPORT

Your Directors have Pleasure in Presenting the Annual Report together with audited statement ofaccounts for the year ended 3151 March, 2013.

WORKIING RESULTSParticularsTotal IncomeDepreciationProfit(Loss) before TaxProvision for Tax-FBTProfit (loss) after Tax

31-3-20135042100

281473(179936)

o(179936)

(Amount in Rs)31-03-201215496689

268380(3384667)-7475(3377192)

OPERATIONS AND FUTURE PLANS

The operations for the year under review show a loss (after Tax) of Rs. 179936-

The Company has not been active for the past seven years due to a severe financial crisis, for the pastthree years the Company was in the process of gradually liquidating all debts with various Banks andFinancial institutions. Your Directors are glad to report that during the year under review the Companyhas closed all loans and is a debt free company from this year. The entire amounts required for closingthe debts was bought in by the directors and is reflected as unsecured loans in the Balance Sheet. TheDirectors feel that having addressed the issue of clearing the debts, it is appropriate time to startplanning for the future. It is sincere intention of the Directors to bring value to the Shareholders. Butthe current economic environment being what it is we will have to choose our path with care andcaution.

Your Directors are pleased to report that a study for the revival of the business is alreadycommissioned and is underway. The assignment has been entrusted to a reputed consultancyorganization who will examine the feasibility including the strategy.

Your Directors are also looking and examining other business options including acquisition of runningbusinesses as well ,as other good viable opportunities where some value and syner.gies can beperceived. It is our Objective that we commence activities in manufacturing of shoes and consolidatethe clients again. We would like to see that Company is en route to generating a healthy top line andbottom line.

DIVIDEND:

Since the Company could not generates any profits, management does not propose any dividend forthe year 2013.

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DIRECTORS

During the year under review Mrs. Namita Saxena has given Resignation from the Director/Promoterof the Company w.e.f30/06/2012.

During the year under review

During the under review Shri Vinod Kumar Dhama, Director retire at the ensuring Annual GeneralMeeting, and being eligible offers themselves for reappointment. ..

Mr. Dinesh Malik, Director retire at the ensuring Annual General Meeting, and being eligible offersthemselves for reappointment.

DIRECTORS' RESPONSIBILITY STATEMENT

Your Directors State:

i) that in the preparation of the annual accounts, the applicable accounting standards hadbeen followed along with proper explanations relating to material departure;

ii) that the Directors had selected such accounting policies and applied them consistently andmade judgements and estimates that ate reasonable and prudent, so as to give a true andfair view of the state of affairs of the Company at the end of the financial year and the lossof the Company for the period;

iii) That the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act, 1956 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities.

iv) That the Directors had prepared the annual accounts on going concern basis.

FIXED DEPOSITS

Your company has neither invited nor accepted any Fixed beposits from the public during thefinancial year under I;eview.

CORPORATE GOVERNANCE ABD COMPLIANCE CERTIFICATE:

Separate notes on Corporate Governance and Management Discussion and Analysis Report are set outas Annexure "A" and "B" respectively. A Certificate from the Auditor of the Company certifyingcompl iance conditions of Corporate Governance as stipulated under Clause 49 of" the ListingAgreement is attached to this report.

LISTING AGREEMENTS REQUIREMENTS:

The securities of your company are listed at Bombay Stock Exchange.

BUY-BACK OF SHARES

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There was no buy-back of shares during the year under review.

PARTICULARS OF THE EMPLOYEES:

None of the employees employed during the year was in receipt of remuneration in excess of thePrescribed limit specified in section 217 (2A) of the Companies Act, ]956 Hence, furnishing ofparticulars under the Companies ( Particulars of Employees) 1975 does not arise.

AUDITORS

Mis l.P. PASRICHA & CO., Auditors of the Company retire at the ensuing Annual General Meeting.They have expressed their willingness for reappointment.

'CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

During the year under review, there were no activities, which required heavy consumption of energy.However adequate measures have been taken to make sure that there is no wastage of energy. Sincethe requisite information with regard to the conservation of energy, technology absorption(Disclosures of Particulars in the report of Board of Directors) Rules is irrelevant/not applicable to thecompany during the year under review, the same are not reported.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

The Company has no foreign exchange earnings and outgo during the Financial Year ended on 31 st

March 2013.

ACKNOWLDGEMENTS

The Board of Directors wish to place on record their appreciation for the co-operation and support ofthe Company's Bankers, its valued customers, employees and all other intermediaries concerned withthe company's business.

Your directors sincerely thank all members for supporting us during the difficult days. We lookforward to your continued support and reiterate that we are determined to ensure that the plans aresuccessfully implemented.

Place: Bareilly (U.P.)Date: 03.09.2013

For Pretto Leather Industries Limited

Director

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PRETTO LETHER INDUSTRIES LIMITED

CORPORATE GOVERNANCE:

COMPANY'S PHIL SOPHY ON CODE OF GOVERNANCE:

Annexure- A

Pretio Leather Industries Limited aims at ensuring high ethical standards in all areas of its businessoperations to enhance its stake holder's value

In accordance with Clause 49 of the Listing agreement with the Stock Exchanges, the details of,governance including compliances by the Pretio Leather Industries Limited with the provisions ofClause 49 are as under:

2. BOARD OF DIRECTORS:

A. COMPOSITION OF THE BOARD AS ON 31ST MARCH 2013

The business of the Company is managed by the Board of Directors. The information asrequired under Clause 49 of the Listing Agreement is being made available to the Board in theirrespective meeting. The Board of Directors comprises an optimum combination of executive,non executive Directors and independent Directors presenting the judicious mix ofprofessionalism, knowledge, performance review, monitoring of plans and procedures. Theindependent Directors do not have any pecuniary relationship or transactions with the Company,promoters and management, which may affect the independence or judgement of the directors inany manner. The following is the composition of the Board of Directors of the Company as on31st March 2013 which is in conformity with the provisions of Section 49 of the ListingAgreement:

Name of Category Number of Directors Number of Number of IDirector hip in committee committee I

other Public Ltd. position position ICompanies in other public in other publicas on 31 st March ltd. companies ltd. companies I2013 as on 31st as on 31st I

March 2013 March 2013I

JChairman Member Chairman Member i

!

Pramod Managing Nil I Nil Nil Nil !

Kumar Saxena Director 1Vindo Kumar Non-executive Nil Nil Nil NilDhama DirectorOminder Non-executive Nil Nil Nil NilKumar Director

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Dinesh Malik Non-executiveDirector

NIL NIL NIL NIL

As on 31 st March 2013, the Company's Board consisted of One Promoter Director and threenon-executive/independent directors, who have rich experience in their fields.

A. The Board of Directors of the company shall have an optimum combination ofexecutive and non-executive directors with not less than fifty per cent of the Board ofDirectors comprising of non executive directors. In case the company has an executivechainnan, at least half of the Board should comprise of independent directors.

The details of the Directors on the Board of your Company are given below;

a. PROMOTER DIRECTOR

NamePramod Kumar Saxena

b. NON-EXECUTIVE DIRECTORS

Date of Ap ointment30.12.1996

Name Date of Appointment DesignationVindo Kumar Dhama 09.04.2012 DirectorOminder Kumar 16.05.2003 DirectorDinesh Malik 09.04.2011 Director

c. INDEPENDENT NON EXECUTIVE DIRECTORS

Name Date of Appointment DesignationVinod Kumar Dhama 09.07.2012 DirectorOminder Kumar 16.05.2003 DirectorDinesh Kumar Malik 09.04.2011 Director

B. All pecuniary relationship or transactions of the non executive directors vis avis, the company should be disclosed in the Annual Report.

None of the non-executive directors of the Company have any pecuniaryrelationship or transactions with the Company other than fees paid forprofessional services rendered by them.

The Board of the Company met 5 times during the last financial year on the following dates: --June 30, 2012, July 292012, September 1 2012, October 29 2012 andJanuary 28, 2013.

Code of conduct:

The Company has already implemented a Code of Conduct for all Board Members and SeniorManagements of the company in compliance with Clause 49 (1) of the Listing Agreement.But, since the operations of the Company were not much, the application of the code ofconduct was limited to that extent.

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The constitution of the Board (as on 31.03.2013) and the attendance ofthe Directors are givenbelow:Name of the Category of No. of other No. of Board Attendance atDirector the Director Diretorship (*) meetings LastAGM

AttendedPramod Kumar Managing NIL 4 yesSaxenaDinesh Malik Director NIL 4 YESVinod Dhama Director NIL 4 YESOminder Kumar Director NIL 4 YES

• Excludes Directorship in Indian Private Limited Companies, Foreign Companies, Companiesu/s 25 of the Companies act, 1956.

• The Director(s) are neither Chairman nor members of any other committee(s) other that Auditcommittee, grievance committee, remuneration committee of Pretto Leather IndustriesLimited as mentioned in this report.

• No Leave of absence was given to any Directors for those meetings which he couI'd not attend.

Detailed Agenda is circulated/ sent to the members of the Board in advance. The Board discuss/deliberate and decides on all the topics/ matters including those suggested in the ListingAgreement, as and when the requirement arises.

Risk Mitigation Plan: The Company has already adopted a risk mitigation plan, suitable to theCompany. During the year there were no activities that required the assessment of risk.

1. AUDIT COMMITTEE:

The total strength of the Audit Committee is three. The said committee was constituted to exercisepowers and discharge function as stipulated in Clause 49 of the Listing Agreement, and other relevantstatutory and regulatory provisions. The Chairman of the audit committee is an independent/nonexecutive director, and of the other two members one is executive director and the other is non-executive / independent director.

During the re"1evantfinancial year, three Audit Committee Meetings were held on June 3'0, 2012,July 252012, October 4, 2012 and March 28,2013,

The constitution of the Committee (as on 31.03.2013) and the attendance of each member of theCommittee is given below

Name of the Member Category No. of Meetings Attendance (No)

Pramod Kumar Director 4 4SaxenaOminder Kumar Director 4 4Dinesh Mlik Director 4 4

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2. SHARE HOLDERS GRIEVANCE/ SHARE TRANSFER COMMITTEE:

Share Holder's Grievance Committee

Share Holders Grievance Committee consists of two independent Directors, and onecompliance officer who have met on 31 st May 2012, 28th September 2012, 25th December2012 and 25th March 2013. As on 31s1 March 2013, Company was unable to redress all thecomplaints/ grievances within one month of the receipt of such grievances. But action is takento make sure all the grievances are redressed.

The data for the year is as follows: No of Complaints received from share holders/ Exchangeduring the year NfL unresolved complaints (including pertaining to the previous year(s): NILMajority of these complaints pertain to listing mattes which the Company is addressing.

During the year company had affected transfers involving NfL equity shares.

The constitution of the Committee as on today is as under:

Name of the Member Category No. of Meetings Attendance·Pramod Kumar Director 4 4Saxena ,

Dinesh Malik Director 4 4

At present, Mr. Samanjay Kumar, Legal Officer is the Compliance officer of the Company. Hewas appointed in 251h June·2005. Mr. Samanjay Kumar, who is Compliance officer, had attendedall the meetings held during the year.

Share Transfer Committee

The same members of Share Holders Grievance Committee are the members of this committeealso. The Committee has met four times on 31 sl May 2012, 281h September 2012, 251h

December 2012 and 251h March 2013.

3. REMUNERATION COMMITTEE

The Directors have decided that till the financial crisis is sorted / solved, they will not drawany remuneration from the Company. So remuneration committee was not set up during theyear under review.

4. OTHER DETAILS/INFORMATIONS

The details of Annual General Meeting held in last 3 years are as under:

Year Ended Venue Date Time

3 I sl March 20 I0 K-I, Persa Khera, fndustrial 30ln Sept 20 I0 11.00 a.m.Estate, Bareilly, U.P.-243001.

31 sl March 2011 A-149, Civil Lines, Bareilly, 30111 Sept 20 II 11.00 a.m.

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U.P.-243001,

31 st March 2012 Shankar Place, Near Inter 30th Sept 2012 11.00 a.m.College, Loni, Ghaziabad, U.P.-201301

--'-lI

I\,

The Company has neither used Postal Ballot nor passed any special resolutions during these,during the relevant period.

.•• Means of communication:

The Company has started filings since 2004 (date) the entire quarterly I half yearly I annualresults of the company with the Stock Exchanges and press release are made in EnglishNews Paper as stipulated in the Listing Agreement. The company does not have a web site.It also has not displayed in official news release and no presentations were made lO

institutional investors or to the analysts. We do not send half yearly financial reports to theshare holders. The management Discussion and Analysis is a part of the Annual Report

• Compliance ofInsider Trading Norms:

Company has adopted the code of internal procedures and thus complies with th{~insider trading norms.

• General Shareholder's information

a) AGM, date, time, and venue

1J

Venue

A-149, Civil Lines, Bareilly, U.P.

Date

29th Sept 2013

Time

9.00 a.m.

b) Financial year ending 31st March 2013.c) Book closure date 20th September 2013 to 29th September 2013, (both the days inclusive)d) Listing on stock exchanges.

The shares are listed in Bombay Stock Exchange, Mumbai.

All the dues regarding the Listing Fee have been paid

e) Distribution schedule as on 31.03.2013

Category Number of % (percentage) Number of % (Percentage)Shareholders Shares Held

Upto - 1000 6389 73.21% 5710400 73.21%1001 -2000 NIL NIL NIL NIL2001 - 3000 NIL NIL NIL NIL3001 -4000 NIL NIL NIL NIL4001 - 5000 NIL NIL NIL NIL5001 - 10000 NIL NIL NIL NIL10001 and above 4 26.79 2089600 26.79%

--------------------------------------------,_ ...., ...

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I Total 16393 1100% 17800000 1100%

f) Share price movements:

There was no trading of the scripts at the Stock Exchange(s) during the year. The data regarding theprice movements are not available, and the management is unable to provide the statement showingthe monthly high and low price of the script of the Company as required in the Listing Agreement.

g) SHARE HOLDING PATTERN AS ON 31.03.2013

Category No. of shares % of equityPromoter Group 2089600 26.79%Resident Body Corporate 1,56,000 2%Banks/FI/FII/MF/Trust NIL NILNRIIOCB NIL NIL

Share holdings ofIndependent Directors (name)

Dinesh Malik

h) Additional information:

No. of Shares

70000

a) Directors retiring by rotation I reappointment: Shri Ominder Kumar, Dinesh Malik

b) The ISIN for the dematerialized share of the company is INE384MOIOI5. The Companydematerializing the share through NSDL.

c) Share transfer system: Internal Share transfer system has been adopted.

d) The Company has not proposed I declared any dividend during the year.

e) Financial Year: 151 April 20 I0 to 31 5t March 2013.

For the current financial year, following is the caltmdar (tentative and subject to change)

Financial reporting for 31 5t March 2013:

• 15t Quarter 30th June 2012.• 2nd Quarter - 30th September 2012.• 3rd Quarter - 31 5t December 2012.• Finan~ial year closing: 31 5t March 2013• 4th Quarter - 31 st March 2013

f) Plant Location: Yet to be finalization.

g) Address for correspondence

Page 18: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

• Regd Office: A-]49, Civil Lines, Opp. ADM Compound ,BareiIIy, U.P-243001.

• E-mail idoftheCompany:[email protected]• E-mail idoftheComplianceofficer:[email protected]• Telephone No: 0120-4245610-14, 9582261154• Fax: 0120-4245615

Share Transfer Agents: Alankit Assignment Limited

h) Stock Code - 52669] (Bombay Stock Exchange)i) Dematerialization of shares & liquidity: Bulk ofthe shares are in physical mode, as given

below:Sr. No Particulars No. of share No. of shares Percentage

holders1 Physical Shares 6278 2079793 26.79%2 Electronic Shares 115 5710207 73.21 %

Total 6393 7800000 100%

j) Outstanding GDRs/ADRsfWarrants or any Convertible instruments, Conversion date andlikely impact on equity is not applicable.

k) Conversion date and likely impact on Equity Shares: NIL

I) The details of related parties' viz.; Promoters. Directors or the Management, their Subsidiariesor relatives conflicting with Company's interest: NIL

m) Penalties or structures have been imposed on the Company by Stock Exchange or SEBI or anystatutory authority on any matter related to capital markets during the period under review:NIL

n) Performance in comparison to broad-based indices such as BSE Sensex, CRISIL index. etc. -NIL

0) Whistle Blower Policy: None

p) Training of Board Members: None.

q) Mechanism for evaluating non-executive Board Members: None

___________ J

Page 19: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

AUDITORS CERTIFICARTE ON CORPORATE GOVERNANCE

To,The MembersPretto Leather Industries LimitedA-149, Civil Lines, Opp. ADM Compound,Bareilly, U.P.-243001

We have examined the compliance of the conditions of Corporate Governance by Pretto LeatherIndustries Limited for the year ended on 31 st March 20 13as stipulated in clause 49 of the ListingAgreement with the Stock Exchanges.

The Compliance of the conditions of Corporate Governance is the responsibility of the company'smanagement. Our examination was limited to procedures and implementation thereof, adopted bythe Company for ensuring the Compliance of the conditions of Corporate Governance. It is neitheran audit nor an expression on the financial statements of the Company.

In our opinion and to the best of our information, and according to the explanations given to us,we certifY, that the Company has partly complied with the conditions of the Corporate Governanceas stipulated in the above mentioned listing agreement.

We state that majority of the investor grievances were attended within one month as permaintained by the company.

We further state that such compliance is neither as assurance as to the future viability of theCompany nor the efficiency or effectiveness with which the management has conducted the affairsof the Company.

Place: Bareilly (U.P.)Date: 3rd September 2013

'For J.P. PASRICHA & CO.(Chartered Accountants)

Firm No. 086281

(RISHI KUMAR GUPTA)FCA-PartnerMembership No. 086281

Page 20: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

Management Discussion And Analysis

Overall review, industry Structure and Developments:

The Company has not been active for the past seven years due to a severe financial crisis, for the pastthree years the Company was in the process of gradually liquidating all debts with various Banks andFinancial institutions. Your Directors are glad to report that during the year under review the Companyhas closed all loans and is a debt free company from this year. The entire amounts required for closingthe debts was bought in by the directors and is reflected as unsecured loans in the Balance Sheet. TheDirectors feel that having addressed the issue of clearing the debts, it is appropriate time to st;Jrtplanning for the future. It is sincere intention of the Directors to bring value to the Shareholders. Butthe current economic environment being what it is we will have to choose our path with care andcaution.

Opportunities and Threat

The Company has various opportunities in the present market, but due to threat of GovernmentPolicies and market threats, the Company has not achieved its goal.

Segment wise Performance

The Company has not done any business, due to scarcity of funds and personnel.

Out Look

The Company has lot of contact in the domestic and international market, which would be beneficialfor the Company.

Internal control System

The Company is looking quality of personal and employees to manage the affairs of the Company\\.:r

Human relations

rAnt!tR1.e "'11:8££ .•S~I ~~~~~~~~me---'---------~~~;~~o-13-"-~-I Depreciation 281473i Profit(Loss) before Tax (179936)I Provision for Tax-FBT 0I Profit (loss) after Tax (179936)

~ __~RE'lLT~

"?t= :.::.: ::, s"~;t:mO'.t;d ;;,; d:;j~:-----3~3-20 12 :

15496689 l268380

(3384667)-7475(3377192)

Page 21: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

CEO & CFO CERTIFICATION

The Board of DirectorsPretto Leather Industries LimitedA-149, Civil Lines, Opp. ADM Compound,Bareilly, U.P.-24300 1

Re-Financial Statements for the year ended on 31 sl March 2013 - Certification

We, Dinesh Malik, Chairman and Director and Mr Ominder Kumar, Director, on the basis of thereview of the financial statements and the cash flow statements for the Financial year ending 3 lSIMarch 2013 and to the best of our knowledge and belief, thereby certifY that:-

1. These statements do not contain any materially untrue statements or omit any material fact orcontains statements that might be misleading.

2. These statements together present a true and fair view of the Company's affairs and are incompliance with existing accounting standards, applicable laws and regulations. ,

3. There are to the best of our knowledge and belief, no transaction entered .into by the companyduring the year ended 31 sl March 2013 which are fraudulent, illegal or violative of theCompany's code of conduct.

4. We accept responsibility for establishing and maintammg internal controls for financialreporting, we have evaluated the effectiveness of the internal control systems of the Companypertaining to financial reporting and we have disclosed to the auditors and the AuditCommittee those deficiencies, of which we are aware, in the design or operation ofthe internalcontrol systems and that we have taken the required steps to rectifY these deficiencies.

5. We further certifY that:

(a) There have been no significant changes in the international control over .financial reportingduring this year.

(b} There .have been no significant changes in accounting policies during this year,and that thesame have been disclosed in the noted to the financial statements.

(c) There have been no instances of significant fraud of which we have become aware and theinvolvement therein, of management or an employee having significant role in the Company'sinternal control systems over financial reporting.

(Dinesh Malik)Chairman & Director

Place: Bareilly (U.P.)Date: 3rd September 2013

(Ominder Kumar)Director

Page 22: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

I. P. PASRICHA &. CO.Firm No. 0001.

AUDITORS' REPORT

TO THE MEMBERS OF PRETTO LEATHER INDUSTRIES LIMITED

CA Rishi Kumar Gupta (M. No. 086281)243, 2nd Floor, Satyam Tower,P8SChim Vihar, New Delhi-11 0063Ph.:-+91-9811191349EmaiI:-rishiguptacaOhotmaD.com

1) We have audited the attached Balance Sheet of PRETTO LEATHER INDUSTRIES LIMITED as at31st March 2013, and also the Profit and Loss Account for the period ended on that date annexedthereto. These financial statements are the responsibility of the Company's Management. Ourresponsibility is to express an opinion on these financial statements based on our audit.

-2) We conducted our audit in accordance with the auditing standards generally accepted in India.

Those Standards require that we plan and perform the audit to obtain reasonable assurance aboutwhether 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. Anaudit also includes assessing the accounting principles used and significant estimates made by themanagement, as well as evaluating the overall financial statement presentation. We believe thatour audit provides a reasonable basis for our opinion.

3) As required by the Companies (Auditors' Report) Order, 2003 issued by the Central Government ofIndia in terms of sub section (4A) of section 227 of the Companies Act, 1956, we enclose in theAnnexure a statement on the matters specified in paragraphs 4 & 5 of the said order.

4) Further to our comments in the Annexure referred to above, we report that:

a) We have obtained all the information and explanation, which to the best of our knowledgeand belief were necessary for the purpose of our audit.

- b) In our opinion, proper books of accounts as required by law have been kept by thecomRany as far as appears from our examination of those books.

c) The balance sheet, profit and loss account and cash flow statement dealt with by thisreport are in agreement with the books of account.

d) In our opinion, the accounts comply with the accounting standards referred to in section211 3C of Companies Act, 1956.

e) On the basis of written representations received from the Directors, as on 31st March,2013 and taken on record by the Board of Directors, we report that none of the directorsare disqualified as on 31st March, 2013 from being appointed as a Director in terms ofclause (g) of sub section (1) of Section 274 of the Companies Act, 1956;

Page 23: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

In our opinion and to the best of our information and according to the explanation given tous, the said Balance Sheet and Profit and Loss Account, together with notes thereon, givethe information required by the Companies Act, 1956, in the manner so required and givea true and fair view in conformity with the accounting principles generally accepted in India:

I) In the case of the Balance Sheet, of the state of affairs of the Company as at 31stMarch 2013.

II) In the case of the Profit & Loss Account, of the profit for the year ended on thatday.

III) In the case of the Cash Flow Statements, of the cash flows for the year ended onthat date.

For I P PASRICHA & CO.C.harteredAccountants~~ ....Firm No. 000120N /'3,;>r-',,<,~~

(~(~'G~II(U",mG,,;;'~9\

\

" 1*.'(CA Rishi Kumar Gu* ~'~ ....:~.'7.{/FCA - Partner ''';::''1 ,\'(:.'0M. No. 086281 ~"::;.. '0

Place: New DelhiDated: 03/09/2013

Page 24: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

~.

ANNEXURE TO THE AUDITORS' REPORT 31ST MARCH, 2013.(Referred to in paragraph (3) of our report of even date)

1. (a) The Company has maintained proper records showing full particulars including quantitativedetails and situation of fixed assets.

(b) All the assets have been physically verified by the management during the year. There is aregular program of verification which, in our opinion, is reasonable having regard to the size of thecompany and the nature of its assets. No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off a major part of the plant andmachinery.

2. (a) The inventory has been physically verified during the year by the management. In ouropinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the management arereasonable and adequate in relation to the size of the company and the nature of its business.

(c) On the basis of our examination of the records of inventory, we are of the opinion that thecompany is maintaining reasonable proper records of inventory. The discrepancies noticed onverification between the physical stocks and the book records were not material.

3. i) The company has not repaid the loan to companies, firm or other party covered in theregister maintain under section 301 of the Companies Act, 1956. The company has not grantedany loan to companies, firm or other party covered in the register maintain under section 301 of theCompanies Act, 1956.

4. In our opinion and according to the information and explanation given to us, there is adequateinternal control system commensurate with the size of the company and the nature of its businesswith regard to purchases of inventories, fixed assets and with regard to the sale of inventory.During the course of our audit, no major weakness has been noticed in the internal controls.

5. (a) Based on the audit procedures applied by us and according to the information andexplanation provided by the management, we are of the opinion that the particulars of contracts orarrangements that need to be entered into the register maintained under Section 301 have been soentered.

(b) In our opinion and according to the information and explanation given to us, thetransactions made in pursuance of contracts or arrangements entered in the registers maintainedunder Section 301 of the Companies Act, 1956 and exceeding the value of five lakhs rupees inrespect of any party during the year have been made at prices which are reasonable having regardto prevailing market prices at the relevant time.

Page 25: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

6.

7.

8.

9.

According to the information and explanation given to us, the company has not accepted publicdeposits as per the provisions of sections 58A, 58AA or any other relevant provisions of theCompanies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975. No order hasbeen passed by the Company Law Board.

In our opinion, the company has an internal audit system commensurate with the size of thecompany and nature of its business.

As far as we are aware, the Central Government has not prescribed the maintenance of costrecords by the company under section 209 (1) (d) of the Companies Act,1956.

(a) The company is regular in depositing with appropriate authorities undisputed statutorydues including provident fund, employees' state insurance , income tax , sales tax, wealth tax,custom duty, excise duty and other material statutory dues applicable to it.

(b) According to the information and explanation given to us, no undisputed amounts payablein respect of income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess wereoutstanding, as at 31st March, 2013 for a period of more than six months from the date theybecome payable.

(c) According to the information and explanation given to us, there are no dues of customduty,wealth tax sale tax excise duty/cess, which have not been deposited on account of anydispute.

10. As per record accumulated losses of the company are not less than 50% of its net worth. Thecompany has incurred cash losses during the financial year covered by our audit and there wereno cash losses during the immediately preceding financial year.

11. According to the information and explanation given to us, the company has not granted loans andadvances on the basis of security by way of pledge of sh~res, debentures and other securities.

12. In our opinion, the company is not a chit fund or a nidhi mutual benefit fund/society. Therefore, theprovisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable tothe Company.

13. In our opinion company is not dealing in or trading in Shares, Securities or Debentures and otherinvestments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report)Order, 2003 are not applicable to the company. Only investment of Rs. 100000/- has been made inshares of Pretto Sales Private limited.

14. According to the information and explanation given to us, the company has' not given anyguarantee for loans taken by others from bank or financial institutions.

15. In our opinion, there were no term loans raised during the year.

Page 26: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

16, In our opinion and according to the information and explanation given to us, the funds raised onshort-term basis have not been used for long-term investments and vice versa, No long - termfunds have been used to finance short-term assets except permanent working capital.

17, According to the information and explanations given to us, the company has not made anypreferential allotment of shares to parties and companies covered in the register maintained undersection 301 of the Companies Act, 1956,

18, The company has not issued debentures and hence requirement of reporting regarding creation ofsecurities or charges in respect of debentures issued does not arise.

19, During the financial year covered by our audit, the company has not raised any money by way ofpublic issue.

20. Based upon the audit procedures performed and as per information and explanation given by themanagement, we report that no fraud on or by the company has been noticed or reported duringthe course of our audit.

For I P PASRICHA & CO,Chartered Accountants ~~10{~Firm No, 000120~ 1~~;:i:K"marc:~~

t!c'"h.." r ",,'II"'l ",~,',.,' • ,\ '" ,\ Na~j . ", ,.,

(CA Rishi K mar GuPta~>,.;. ,~,f':~.t/FCA - Partner ··...~:=;.,;,.rM, No. 086281Place: New DelhiDated: 03/09/2013

Page 27: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

./

PRETTO LEATHER INDUSTRIES LIMITED

Auditors' certificate on compliance of conditions of Corporate Governance under Clause 49 of theListing Agreement

To the Shareholders ofPretto Leather Industries Limited

We have examined the compliances of conditions of Corporate Governance by Mis Pretto LeatherIndustries Limited, during the year ended 31st March 2013, as stipulated in clause 49 of the ListingAgreement of the said Company with the Stock Exchanges where equity shares of the Company are listed.

, The compliance of conditions of Corporate Governance is the responsibility of the management. Ourexamination has been limited to review of procedures adopted by the Company and implementationthereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance.Our examination may not be construed as an audit or an expression of opinion on the financial statementsof the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certifythat the Company has complied with the conditions of Corporate Governance as stipulated in the abovementioned Listing Agreements.

We further state that such compliance is neither an assurance as to the future viability of the Company northe efficiency or effectiveness with which the management has conducted the affairs of the Company.

For I P PASRICHA & CO.Chartered AccountantsFirm No. 000120N

(CARiS~FCA - PartnerM. No. 086281Place: New DelhiDated: 03/09/2013

Page 28: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

FORM OF BALANCE SHEETName of the Company PRETTO LEATHER INDUSTRIES LIMITEDBalance Sheet as at 31st March 2013 Rupees in 'Os)

Particulars Note Figures as at the Figures as at theNo, end of current end of previous

reporting period reporting period1 2 3 4

I. Equity and Liabilities(1) Shareholders' Funds

(a) Share Capital 1 78000000 78000000(b) Reserves and Surplus 2 -7416321 -7236385(c) Money received against share warrants

(2) Share application money pending allotment 3 1170000

(3) Non-current liabilities(a) Long - term borrowings 4 2688100(b) Deferred tax liabilities (Net) 5 -34753 -34753(c) Other Loans - term liabilities(d) Long - term provisions

(4) Current liabilities(a) Short - term borrowings 6 2608900(b) Trade payables 7 321760(c) Other current liabilities 8 90940 337500(d) Short term provisions 9

Total 70639866 778551221 2 3 4

II, Assets(1) Non-Current ssets

(a) Fixed assets(i) Tangible assets 10 46176472 46457945(ii) Intangible assets(iii) Capital work-in-progress(iv) Intangible assets under development

(b) Non-current investments(c) Deferred tax-assets (net)(d) Long - term loans and advances(e) Other non-current assets

(2) Current assets(a) Current Investments 11 100000(b) Inventories 12 3047683(c) Trade receivables 13 2716562

. (d) Cash and cash equivalents 14 247145 220676(e) Short-term loans and advances 15 17451780 18547787(0 Other current assets 16 6764469 6764469

Total 70639866 77855122

-

17for PRETTO LEATHER INDUSTRIES LIMITED

See accompanying notes to the financial st?tementsfor I P PASRICHA & CO ,~·r·:~~~~

Chartered Accountar:us //' . . ,~: t~~'

(CA Rishi Kum~(~!FCA - Partner ~r

Place: New Delhi '<Date: 03rd September 2013

(Karam Singh(Director)

Jayesh Kumar)Director)

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-

NOTES ACCOMPANYING THE FINANCIAL STATEMENTSName of the Company PRETTO LEATHER INDUSTRIES LIMITEDas at the end of 31st March 2013 Rupees in 'Os)

Particulars Figures as at the Figures as at theend of current end of previousreporting period reporting period

NOTE 1 SHARE CAPITALAuthorized Share Capital80,00,000 Equity Shares of Rs. 101- each 80000000 80000000Issued, subscribed & fully paid up Equity Shares78,00,000 Equity shares of Rs. 101- each fully paid up 78000000 78000000

Total 78000000 78000000

Par Value of Share Rs. 10 10

Number of Equity Shares at opening of Financial Year 78000000 78000000Add Allotment during the yearNumber of Equity Shares at the end on Financial Year 78000000 78000000

No. of Shares held by each shareholder holding more than 5 % No. of Shares No. of Shares% of shares specifying number of Shares Share1 Pramod Kumar Saxena 9.00% 452000 7020002 Dipali Saxena 9.00% 702000 7020003 P K Saxena HUF 9.00% 7020004 Dipali Saxena HUF 5.15% 256000 4020005 Gain More Leasing Pvt. Ltd 8.85% 690000 6900006 Rajeev Kumar 9.08% 708000

Total Shares above 5% Holding 2100000 3906000

NOTE 2 RESERVES & SURPLUSa) Securities Premium Reserve Account

Balance at the beginning of financial yearAddition & Utilization during the yearBalance as at the end of the financial year

b) Surplus: Statement of Profit & LossBalance at the beginning of financial year -7236385 -3859193Profit 1 (loss) during the year -179936 -3377192Appropriations during the year

,

Balance as at the end of the financial year -7416321 -7236385Total Reserves & Surplus (a+b) ·7416321 ·7236385

for PRETTO LEATHER INDUSTRIES LIMITED

(Karam Singh Jayesh Kumar)

I (Director) Director)

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---

-

NOTES ACCOMPANYING THE FINANCIAL STATEMENTSName of the Company PRETTO lEATHER INDUSTRIES LIMITEDas at the end of 31st March 2013 Rupees in 'Os)

Particulars Figures as at the Figures as at theend of current end of previousreporting period reporting period

Note 3 Share Application Money Pending AllotmentShare Application Money -Opening 1170000 1130000Received during the year -1170000 40000Total 1170000Total Number of Shares Applied forPramod Kumar Saxena 55400Navneet Kumar Saxena 57600Total Shares applied for 113000

Sharesapplicationmoneyfor 113000shareswas receivedin the year2010-2011and for 4000 shares receivedin the financialyear 2011-2012.Pendingdue to managementdecisionto allot the shares.

NOTE 4 lONG TERM BORROWINGSSecured loans- Debentures 1627100Unsecured loans 1061000

Total 2688100

NOTE 5 DEFERRED TAX LIABILITIES (NET)Deferred Tax Liability B/f -34753 -27278Less Deferred Tax Asset 7475Total ·34753 c -34753

NOTE 6 SHORT TERM BORROWINGSAdvance from Customers 1331000Trade/Security Deposits Received 1277900Total 2608900

NOTE 7 TRADE PAYABlESCreditors 321760Total 321760

NOTE 8 OTHER CURRENT LIABILITIESAccounting Charges Payable 14000Duties & Taxes Payable 121208Audit Fees Payable 5000 25000Wages & Salaries Payable

, 85940 81000TDS Payable 2292Income Tax Payable 94000Total Other Current Liabilities 90940 337500

NOTE 9 SHORT-TERM PROVISIONSProvision for TaxationTotal

for PRETTO lEATHER INDUSTRIES LIMITED

(Karam Singh(Director)

Jayesli Kumar)Director)

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-

NOTES ACCOMPANYING THE FINANCIAL STATEMENTS (Contd ..)Name of the Company PRETTO LEATHER INDUSTRIES LIMITEDas at the end of 31st March 2013

Particulars Figures as at the Figures as at theend of current end of previousreporting period reporting period

NOTE 11 CURRENT INVESTMENTSInvestments in shares 100000Total 100000

NOTE 12 INVENTORIESStock In Trade 3047683

Total 3047683

NOTE 13 TRADE RECEIVABLESTrade Receivables less than 6 monthsSecured, considered good 2716562Doubtful Bad DebtsTrade Receivables more than 6 monthsSecured, considered good

Total 2716562

NOTE 14 CASH & CASH EQUIVALENTSCash on Hand 247145 110082Balances with Banks

in current accounts 110594

Total 247145 220676

NOTE 15 SHORT TERM LOANS AND ADVANCESLoans & Advances, Secured & Considered Good

Advance to Employees 18060615Receivable from Directors 17200000Security Deposits with Govt. Dept & Others 251780 251780TDS/Advance Tax 235392Security - Gasses "

Total Short Term Loans & Advances 17451780 18547787

NOTE 16 OTHER CURRENT ASSETSPreliminary Exp (Not Written off) 6764469 6764469

Total 6764469 6764469

for PRETTO LEATHER INDUSTRIES LIMITED

(Karam Singh(Director)

Jayesh Kumar)Director)

Page 32: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

(Rupees in 'Os)

STATEMENT OF PROFIT & LOSSPRETTO LEATHER INDUSTRIES LIMITED31st March 2013

Name of the CompanyStatement of Profit & Loss for the year ending onS. No. Particulars Note Figuresas at the endof current Figuresas at theendof previous

No. reportingperiod reportingperiod

I. Revenue from operations 18 5042100 . 15496689II. Other IncomeIII. Total Revenue (1+11) 5042100 15496689IV. Expenses

Cost of Materials consumed 19 0 1923035Purchases of Stock in Trade 20 425210 15041367Changes in inventories of finished goods, 21 3047683 -2806627Employee benefits expense 22 945797 1250572Financial costs 23 25489 463870Depreciation and amortisation expense 281473 268380Other expenses 24 496384 2740759Total Expenses 5222036 18881356

V. Profit before exceptional and extraordinary -179936 -3384667VI. Exceptional itemsVII. Profit before extraordinary items and tax (V - -179936 -3384667VIII. Extraordinary itemsIX. Profit before tax (VII - VIII) -179936 -3384667X. Tax expenses

(1) Current Tax 0(2) Deferred Tax 0 0 -7475 -7475

XI. Profit (Loss) for the period from continuing -179936 -3377192XII. Profit / (Loss) from discontinuing operationsXIII. Tax expense of discontinuing operationsXIV. Profit / (Loss) from Discontinuing operations 0 0XV. Profit / (Loss) for the period (XI + XIV) -179936 -3377192XVI. Earnings per equity Share

(1) Basic -0.03 -0.33'2) Diluted

for PRETTO LEATHER INDUSTRIES LIMITEDfor

Place:Date:

I P PASRICHA & CO ~f(~~,Chartered Account ....~...$.........••.;.'..'.".".,~'...~'.L .~ .. 1''\ .

.. ".' .' .. ' .. '\('~

(CA Rishi umar tm".,.'... ~.,..\.a,' ..·t-.·,·:~?~,1..0,.·fi... ·I,.,,!I'Q~ 11-,;7'1;',1 :J~J:J ,~,/FCA - Partner ' (' . , ft,; I,New Delhi~"~-"~;/03rd September 2013

(Karam Singh(Director)

Jayesh Kumar)Director)

Page 33: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

(Rupees in 'as)

NOTES ACCOMPANYING THE FINANCIAL STATEMENTSPRETTO LEATHER INDUSTRIES LIMITED31st March 2013

Name of the CompanyStatement of Profit & Loss for the year ending on

-

-

S N0.1 Particulars Note Figuresas at the endof current Figuresas at the endof previousNo. reportingperiod reportingperiod

NOTE 18REVENUE FROM OPERATIONSTotal Sales 5042100 15496689Total Receipts 5042100 15496689

NOTE 19COST OF MATERIALS CONSUMEDCartage Inward a 442120Finishing Expenses a 677685Packing Expenses a 261054Polishing Expenses a 109876Sampling Expenses a 176552Shoe Boxes a 255748Total 0 1923035

NOTE 20PURCHASE OF STOCK IN TRADETotal Purchases 425210 15041367Total 425210 15041367

NOTE 21CHANGES IN INVENTORIESOpening Stock in Hand 3047683 241056Less Closing Stock in Hand 0 3047683Total 3047683 ·2806627

NOTE 22EMPLOYEE BENEFIT EXPENSESAccounting Charges 12000 45420Salaries & Wages 925200 1187495Staff Welfare 8597 17657Total 945797 1250572

,NOTE 23

FINANCIAL EXPE~SESBank Charges & Commission 25489 463870Total 25489 463870

for PRETTO LEATHER INDUSTRIES LIMITED

~ (Karam Singh Jayesh Kumar)!;~,~.~y-~~~v-: F"sh.i\"'l1.rGu~la9 i (Director) Director)i & I'nrt~ar J P II\ 0 N')wDOU~I .. ~ ";

Page 34: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

(Rupees in 'Os)

NOTES ACCOMPANYING THE FINANCIAL STATEMENTSPRETTO LEATHER INDUSTRIES LIMITED31st March 2013

Name of the CompanyStatement of Profit & Loss for the year ending on

s. N0'1 Particulars Note Figures as at the end of current Figures as at the end of previousNo. reporting period reporting period

NOTE 24OTHER EXPENSESPayment to Auditors as Audit Fees 5000 25000Advertisement Charges 0 24845Business Promotion Exp. 0 17384Conveyance charges 5580 6011Freight Charges 0 12060Rent 60000 529040Bad Debts 0Communication Expenses 0 108089Travelling Expenses 25498 188239Print & Sationery Expenses 86985 85481Legal & Professional Charges 5000 85200Miscellaneous Expenses 5487 21523Repair & Maintenance (P&M) 0 39454Courier Expenses 0 20705AGM Expenses 98350 20000Bombay Stock Exchange Expenses 117000 1417750Books & Perodicals 3250 4800Vehicle Running & Maintenance Expenses 45874 , 30725Consultancy Charges 11000 32919Digital Signature Expenses 0 4160Electricity Expenses 25470 63854Water Charges 1890 3520

Total 496384 2740759

for PRETTO LEATHER INDUSTRIES LIMITED

--(Karam Singh

(Director)Jayesh Kumar)

Director)

Page 35: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

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Page 36: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

PRETTO LEATHER INDUSTRIES LIMITED.Regd. Office :- 149, Civil Lines, Opp ADM Compound, Bareilly(U.P)-243 00 1

ATTENDENCE SLIP

Folio No .I hereby record my presence at the Annual General Meeting of the Company held onSaturday, theJOth day of September, 2013 at 9.00 A.M. Place of the meeting at 149, CivilLines, Opp ADM Compound, Bareilly(U.P)-243001

Member's /Proxy's name in block letters Member/s/Proxy's Signature

NOTE: Please fill in this attendance slip and hand it over at the Enterance of Meeting Place.

PRETTO LEATHER INDUSTRIES LIMITED.Regd. Office :- 149, Civil Lines, Opp ADM Compound, Bareilly(U.P)-243001

ATTENDENCE SLIP

F0Ii0 No. . .I hereby' record ,my presence at the Annual General Meeting of the Company held onSaturday, the 6Dth day of September, 2013 at 9.00 A.M. Place of the meeting at 149, CivilaaqLines, Opp ADM Compound, Bareilly(U.P)-243001

Member's /Proxy's name in block letters Member/s/Proxy's Signature

NOTE: Please fill in this attendance slip and hand it over at the Enterance of Meeting Place.

Page 37: ANNUAL REPORT · company hereby approves the appointment of JAYESH KUMAR as Managing Directors of the Company for a period of 1 (one) year w.e.f. 29/09/2013 and the payment of remuneration

BOOK POSTU.P.c.

If undelivered, please return to:PRETTO LEATHER INDUSTRIES LIMITED

A-149, CIVIL LINES, OPP.ADM COMPOUND, BAREILLY (U.P.)-243001