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ISF LIMITEDCIN: L74899DL1988PLC076648
Regd Office: K-10, Som Vihar, R.K Puram, New Delhi - 110022
Ph : 011-26109124 Fax : 011-26188970, Email: [email protected]
NOTICE
NOTICE is hereby given that the 26th Annual General Meeting of the members of M/S. ISF Limited will be held on Thursday,
the 25th September, 2014 at Institute Hall, K-Block, R.K. Puram, New Delhi-110022 at 11:30. am to transact the following
business :-
ORDINARY BUSINESS:-
1. To consider and adopt the Audited Balance Sheet as on March 31, 2014 and Profit & Loss Account for the year ended
on that date together with Auditors' and Directors' Report thereon.
2. To consider and to appoint a Director in place of Mr. Kuldip Chander Taneja (holding DIN: 00914061) who retires by
rotation at this Annual General Meeting and being eligible offers himself for re-appointment.
3. To consider and to appoint the Whole Time Director Ms. Simbal Singh (holding DIN: 00062333) for a tenure of 3 years.
4. To appoint and fix remuneration of M/s. JAGDISH SAPRA & CO., CHARTERED ACCOUNTANTS, New Delhi (Firm
Registration No:001387N), who retires at the conclusion of the ensuing Annual General Meeting of the Company and
being eligible, have offered themselves for re-appointment, at such remuneration as may be agreed upon between
the Board of Directors & the Auditors .
By Order of the Board of Directors
PLACE: NEW DELHI RAJIV MEHTA
DATE: 7th August 2014 Company Secretary
NOTES:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND
AND VOTE INSTEAD OF HIMSELF AND SUCH PROXY NEED NOT BE A MEMBER OF THE COMPANY. PROXIES
IN ORDER TO BE EFFECTIVE MUST BE LODGED WITH THE COMPANY AT ITS REGISTERED OFFICE NOT
LATER THAN FORTYEIGHT HOURS BEFORE THE MEETING. A person can act as a proxy on behalf of the members
not exceeding 50 members and holding in the aggregate not more than ten percent of the total share capital of the
Company.
2. The Register of Members and Share Transfer Books of the company will remain closed from 23rd September, 2014
to 25th September, 2014 (both days inclusive).
3. All relevant documents referred to in the accompanying notice are open for inspection at the registered office of the
company during office hours on all working days, except Sundays, between 11.00 a.m. and 1.00 p.m. up to the date
of the Annual General Meeting.
4. All members are requested to make their correspondence relating to the shares in physical and Demat to our Share
Transfer Agent i.e. Skyline Financial Services Pvt. Ltd. at its office at D153A, 1st Floor, Okhla Industrial Area, Phase-
1, New Delhi -110020 as and when required.
5. The Members are requested to register their email address with the Registrar and Share Transfer Agent/Depositories.
6. Voting through Electronics means
In compliance with the provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies
(Management and Administration) Rules, 2014, the Company is pleased to provide members the facility to exercise
their right to vote at the 26th Annual General Meeting (AGM) by electronic means and the business may be transacted
through e-voting services provided by National Security Depository Limited.
ISF LIMITED
General instructions for e-voting are as under (if applicable):
A. In case a Member receives an email from e-voting platform [for members whose email IDs are registered with the
Company/Depository Participants(s)]:
i. Open email and open PDF file with your Client ID or Folio No. as password. The said PDF file contains your
user ID and password/PIN for e-voting. Please note that the password is an initial password.
ii. Launch internet browser by typing the URL.
iii. Click on Shareholder - Login.
iv. Put user ID and password as initial password/PIN noted in step (i) above. Click Login.
v. Password change menu appears. Change the password/PIN with new password of your choice with minimum
8 digits/characters or combination thereof. Note new password. It is strongly recommended not to share your
password with any other person and take utmost care to keep your password confidential.
vi. Home page of e-voting opens. Click on e-Voting: Active Voting Cycles.
vii. Now you are ready for e-voting as Cast Vote page opens.
viii. Cast your vote by selecting appropriate option and click on "Submit" and also "Confirm" when prompted.
ix. Upon confirmation, the message "Vote cast successfully" will be displayed.
x. Once you have voted on the resolution, you will not be allowed to modify your vote
xi. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/
JPG Format) of the relevant Board Resolution/ Authority letter etc. together with attested specimen signature
of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail with a copy
marked to e-voting platform.
B. In case a Member receives physical copy of the Notice of AGM [for members whose email IDs are not registered with
the Company/Depository Participants(s) or requesting physical copy]:
i. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting
user manual for Shareholders available at the Downloads section of e-voting platform.
ii. If you are already registered with e-voting platform for e-voting then you can use your existing user ID and
password/PIN for casting your vote.
iii. You can also update your mobile number and e-mail id in the user profile details of the folio which may be used
for sending future communication(s).
iv. The e-voting can be exercised maximum for three days. During this period shareholders' of the Company,
holding shares either in physical form or in dematerialized form, may cast their vote electronically. The e-
voting module shall be disabled by the platform for voting thereafter. Once the vote on a resolution is cast by
the shareholder, the shareholder shall not be allowed to change it subsequently.
v. A scrutinizer will be appointed to scrutinize the e-voting process in a fair and transparent manner.
vi. The Scrutinizer shall within a period not exceeding three (3) working days from the conclusion of the e-voting
period unblock the votes in the presence of at least two (2) witnesses not in the employment of the Company
and make a Scrutinizer's Report of the votes cast in favour or against, if any, forthwith to the Chairman of the
Company.
vii. The Results shall be declared on or after the AGM of the Company. The Results declared along with the
Scrutinizer's Report shall be placed on the Company's website and on the website of e-voting platform within
two (2) days of passing of the resolutions at the AGM of the Company and communicated to the BSE Limited.
By Order of the Board of Directors
PLACE: NEW DELHI RAJIV MEHTA
DATE: 7th August 2014 Company Secretary
ISF LIMITED
1
ISF LIMITED
DIRECTORS' REPORT
To the Shareholders,
Your Directors have pleasure in presenting 26th Annual Report of the Company alongwith Audited Statement
of the accounts for the year ended March 31, 2014.
FINANCIAL RESULTS
The working results of your company for the year under review may be summarised as under:-
(Rs. In Lacs)
Year ended Year Ended
31.03.2014 31.03.2013
Income 88.97 99.21
Profit before depreciation 5.63 4.29
Less: Depreciation 2.82 3.60
Profit before taxation 2.81 0.69
Less: Provision for Taxation Current 1.49 1.75
Deferred Tax 32.41 -1.53
Profit after tax -31.09 0.47
Your Directors have made the following
appropriations
To Reserve Fund 0 0.10
Leaving available 0 0.37
DIVIDENDS
Keeping in view that the Company has incurred losses during the year 2013-14, the Board of Directors of your
Company do not recommend payment of any dividend for the year. After deducting the losses for the year,
from the profits of the previous years, Rs. 203.92 is being carried forward to the Balance Sheet.
REVIEW AND PROSPECTS
During the year under Report, your company could not undertake either allotment of Preference Shares or
make a Rights Issue to raise funds to undertake the businesses mentioned in the last year's Director's Report
and improve the profitability of the Company as envisaged by your Company. Because of non-availability of
additional resources no New Business could be started resulting in your Company making a loss for the first
time in last over 20 years. However, this year we plan to raise more resources to do Real Estate Business for
which we have created five New Wholly Owned Subsidiaries. Your Company hopes to achieve better results in
2014-15.
DEPOSITS
The Deposits of Rs. 267.57 Lacs held are those of Directors and their Relatives and Rs. 55.61 Lacs are Inter
Corporate Deposits as on 31.03.2014
3
ISF LIMITED
(iv) That we had prepared the annual accounts on a going concern basis.
ACKNOWLEDGEMENTS
The Directors acknowledge the continued support and assistance extended by the Banks, Depositors, Automobile
Dealers and Hirers. The Directors also thank the shareholders for their continued confidence in the company.
Your Directors place on record their appreciation for the dedication and hard work put in by the personnel of
the company, whose devotion to duty has been commendable.
FOR AND ON BEHALF OF THE BOARD
PLACE: NEW DELHI
DATED: 07.08.2014 CHAIRMAN
5
ISF LIMITED
Meetings & Attendance
During the last financial year, the Board of Directors of your Company met at Four meetings on May 30 2013,
August 07, 2013, October 28 , 2013, and February 12, 2014. Agenda papers along-with explanatory notes
were circulated to the Directors well in advance for each of these meetings. All relevant information as per
Clause 49 of the Listing Agreement were placed before the Board from time to time.
Remuneration of Directors: Sitting Fees, Salary, Perquisites and Commission
Name of Relationship with Sitting Fee Commission Salary Perquisites & Totalthe Director other Directors on profits AllowancesMrs. Simbal Singh Sister in Law of NA NIL NIL - NIL
Lt. Gen. K.C. TanejaPVSM (Retd.)
Mr. H. C. Gandhi None 16000/- NIL NA NA 16000/-Mr Ved Ahuja None 8000/- NIL NA NA 8000/-Lt. Gen. K.C. Taneja Brother in Law of 16000/- NIL NA NA 16000/-PVSM (Retd.) Mrs. Simbal Singh33) Committees of the Board
Audit Committee
The Audit Committee of the Board of Directors has been constituted in conformity with the requirements
of Section 292A of the Companies Act, 1956 and Clause 49 of the Listing Agreement.
The Committee comprises of three directors, all being non-executive directors. Four Audit Committee
Meetings were held during the year on May 30, 2013, August 7, 2013, October 28, 2013 and February
12, 2014.
Composition of the Audit Committee is as follows:
Name of the Director Position held in Committee
Mr. H.C. Gandhi Chairman
Lt. Gen. K.C. Taneja PVSM (Retd.) Member
Mr. V.P. AHUJA Member
The Audit Committee of ISF Limited performs the following functions:
Oversees the Company's financial reporting process and disclosure of its financial information to
ensure that the financial statement is correct, sufficient and credible.
Reviewing with management the Annual Financial Statement before submission to the Board focusing
primarily on:
Any change in accounting policies and practices.
Major accounting entries based on exercise of Judgment by management.
7
ISF LIMITED
5) Compliance Officer
The Board has designated Mr. Rajiv Mehta Company Secretary as Compliance Officer.
6) Details of shareholders' complaints received & attended during the year :
Subject Complaints
Received Attended Pending
Investors's Complaints 4 4 NIL
TOTAL 4 4 NIL
7) General Body Meetings
The last three Annual General Meeting of your Company were held at Institute Hall, K-Block, Som
Vihar, R.K. Puram, New Delhi-110 022, as per the following schedule:
Financial Year Date Time
2012-13 17.09.2013 11.30 a.m.
2011-12 24.09.2012 11.30 a.m.
2010-11 26.09.2011 11.30 a.m.
8) Disclosures
a) Details of material financial and commercial transactions with related parties
For details please refer to the Note No. 13 (b) in schedule 15. Notes to the Accounts are forming
part of the Balance Sheet and Profit & Loss Account.
b) Details of non-compliance by the company, penalties, and strictures imposed on the company
by Stock Exchange or SEBI or any statutory authority, on any matter related to capital markets,
during the last three years.
There is no non-compliance or penalties or strictures imposed on the company by Stock Exchange
or SEBI or any statutory authority, on any matter related to capital markets, during the last three
years.
c) Disclosures regarding appointment or re-appointment of directors
According to the Articles of Association of ISF LTD one third of the directors retire by rotation at
every Annual General Meeting of the Company. Lt. Gen. K.C. Taneja PVSM (Retd.), retires at
the forthcoming Annual General Meeting of the Company and being eligible offers himself for
re-appointment.
Brief particulars of the director seeking re-appointment are given below:-
Lt. Gen. K.C. Taneja PVSM Retired as a very senior officer from the Indian Army who is highly
decorated. His long years of experience will be of great value to the Company.
9
ISF LIMITED
Distribution of Shareholdings as on March 31, 2014
No. of Equity No. of %age of No. of Shares %age of
Shares held Shareholders shareholders shareholding
Upto - 500 437 9.80% 97144 0.10%
501-1000 674 15.12% 661895 0.70%
1001-2000 1476 33.10% 2901480 3.05%
2001-3000 418 9.37% 1215154 1.28%
3001-4000 377 8.45% 1495880 1.57%
4001-5000 327 7.33% 1628921 1.71%
5001-10000 415 9.31% 3401604 3.58%
10001- & above 335 7.51% 83597922 88.00%
TOTAL 4459 100.00% 95,000,000 100.00%
Category of Shareholders as on on March 31, 2010.
Categories No. of Percentage
Shares held of Shareholding
Promoter's Holding
1. Indian Promoters, Directors & Relatives : 38514415 40.55
Foreign Promoters : 3690000 3.88
2. Persons acting in concert NIL NIL
Sub-Total 40764415 44.43
B. Non-Promoters Holding NIL NIL
3. Institutional Investors NIL NIL
a. Mutual Funds and UTI NIL NIL
b. Banking, Financial Institutions/Insurance
Companies (Central/State Govt. Institutions
Non-government Institutions) NIL NIL
c. FIIs NIL NIL
Sub-Total NIL NIL
4. Others NIL NIL
a. Private Corporate Bodies 20939651 22.04
b. Indian Public 26855934 28.27
c. NRIs/OCBs 5000000 5.26
Sub-Total 52795585 55.57
Grand-Total 95000000 100.00
Shareholders/Investors : Skyline Financial Services Pvt. Ltd.
Correspondence D-153A- IST FLOOR OKHLA INDL. AREA
NEW DELHI-110020
Practicing Company Secretary's Certificate on Corporate Governance as required under Clause
49 of the Listing Agreement of ISF Limited with Stock Exchanges.
11
ISF LIMITED
INDEPENDENT AUDITORS' REPORT
To
The Members of
ISF LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of ISF Limited (“the Company”), which comprise the
Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the
year then ended, and a summary of significant accounting policies and other explanatory information.
Managements’ Responsibility for the Financial Statements
Management is responsible for the preparation of these financial statements that give a true and fair view of the
financial position, financial performance and cash flows of the Company in accordance with the Accounting
Standards notified under the Companies Act, 1956 (“the Act”) read with the General Circular 15/2013 dated
13th September, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act, 2013.
This responsibility includes the design, implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our
audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India.
Those standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, the auditors consider internal controls relevant to the Company’s preparation and fair presentation
of the financial statements in order to design audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit
also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall presentation of the financial statements,
We believe that audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the financial
statements give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India :
a. In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;
b. In the case of the Statement of Profit and Loss, of the Profit for the year ended on that date; and
c. In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.
13
ISF LIMITED
ANNEXURE
( Referred to in paragraph 1 under Report on other Legal & Regulatory requirements Section of our
Report of even date)
i. a) The Company has maintained proper records showing full particulars, including quantitative details
and situation of fixed assets.
b) The Fixed Assets have been physically verified by the management at the end of the year
which in our opinion is reasonable having regard to the size of the Company and the nature of
assets. No material discrepancies were noticed on such verification.
c) As fixed assets disposed off during the year are not significant, the going concern assumption
is not affected.
ii. As per information and explanations given to us and taking into consideration the nature of business,
clauses (ii) (a) regarding physical verification of inventories and its frequency, (ii) (b) regarding
procedures of physical verification of inventories and (ii) (c) regarding maintenance of records of
inventory and discrepancies noticed on verification between physical stocks and book records are
not applicable
iii. a) The Company has granted unsecured loans to a company covered in the register maintained
under Section 301 of the Companies Act, 1956. The maximum amount involved during the year
was Rs. 13286767/- and balance of Rs. 13286767/- was outstanding at the year end.
b) In our opinion, the rate of interest and other terms and conditions on which the loan was given to
the above party are not prima facie prejudicial to the interest of the company.
c) As there are no stipulations regarding the above loan, we are unable to offer our comments on the
same.
d) There is no overdue amount of loan granted to the company listed in the Register maintained under
section 301 of the Companies Act, 1956.
e) The company has taken unsecured loans from two directors and thirty one relatives covered in the
Register maintained under Section 301 of the Companies Act, 1956. The maximum amount
involved during the year was Rs 38637224/- and balance of Rs. 26757224/- was outstanding at
the year end.
f) In our opinion, the rate of interest and other terms & conditions of loans taken by the company are
not prima facie prejudicial to the interest of the company.
g) The company is regular in repayment of principal amount and interest on the above loans.
h) There is no overdue amount of loans taken from companies listed in the Register maintained under
Section 301 of the Companies Act, 1956.
iv. In our opinion and according to the information and explanations given to us, there are adequate
internal control procedures commensurate with the size of the Company and nature of its business
with regard to purchases of fixed assets. The Company does not undertake any purchases of
inventory, sale of goods and services. During the course of our audit we have not come across
any major weakness in internal controls.
vii. In our opinion, the Internal audit function carried out during the year by a firm of Chartered
Accountants appointed by the Management has been commensurate with the size of the company
and nature of its business.
15
ISF LIMITED
xxi. During the course of our examination of the books of account carried out in accordance with the
generally accepted auditing practices in India, we have not come across any instance of fraud on
or by the company nor have we been informed by the management of any such instance being
noticed or reported during the year.
For JAGDISH SAPRA & CO.
CHARTERED ACCOUNTANTS
FIRM REGISTRATION NO.001378N
Place : NEW DELHI (VIPAL KALRA)
Dated : 31-05-2014 PARTNER
M.NO.084583
17
ISF LIMITED
PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31.03.2014
NOTE
I Revenue from operations 17 8896712 9921211
II Other non operating income 18 22 15
III Total Revenue (I+II) 8896734 9921226
IV EXPENSES
a Employees benefits expense 19 1921660 2421623
b Finance costs 20 3334072 5772988
c Depreciation and amortisation expense 21 281592 360161
d Other expenses 22 3078486 1297103
Total expenses 8615810 9851875
V Profit before tax (III-IV) 280924 69351
VI Tax expense
a Current tax 149000 175000
b Deferred tax 3240823 (152583)
VII Profit/(Loss) for the year (V-VI) (3108899) 46935
VIII Earning per equity share
a Basic (0.0327) 0.0005
b Diluted (0.0327) 0.0005
(Rupees)
Year Ended 31st
March, 2013
Year Ended 31st
March, 2014
SIGNIFICANT ACCOUNTING POLICIES 1
NOTES ON ACCOUNTS
In terms of our report attached
for JAGDISH SAPRA & CO.
CHARTERED ACCOUNTANTS
(Firm Registration No. 001378N) For & on behalf of the board
Sd/- Sd/- Sd/- Sd/-
Partner Wholetime Director Director Company Secretary
PLACE : NEW DELHI
DATED : 31-05-2014
19
ISF LIMITED
NOTE 1 : STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES :
a. Basis of Preparation of Financial Statements
The Financial Statements are prepared under historical cost convention and comply in all material aspects
with the applicable accounting principles in India , Accounting Standards notified under Sub Section 3
(C) of Section 211 of the Companies Act 1956 read with the General Circular 15/2013 dated 13th
September, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies Act,
2013. and other relevant provisions of the Companies Act ,1956.
b. Revenue Recognition
Revenue is recognised when there is reasonable certainty of its ultimate realization/collection. Prudential
norms prescribed by Reserve Bank of India for revenue recognition are followed.
i) Lease Rentals
Lease rentals received/receivable under lease agreements are accounted as income net of Lease
Equalisation to ensure recognition of Net Income at a constant periodic rate of return on the Net
Investment outstanding in the lease as per (AS)-19 on leases. Against the lease rentals a matching
annual charge (which represents recovery of the net investment in the leased assets over the lease
term) is made to the Profit and Loss Account.
ii) Hire-Purchase
Income from Hire Purchase financing is recognised on equated instalment basis.
iii) Dividend Income is accounted when the right to receive the same is established.
iv) Interest income is recognised on a time proportion basis taking into account the amount
outstanding and the rate applicable.
c. Fixed Assets
The fixed assets are stated at cost less accumulated depreciation. The cost of fixed assets includes
taxes and other identifiable direct expenses.
d. Depreciation
Depreciation on Fixed Assets is provided on Straight line Method at the rates and in the manner given in
Schedule-XIV (as amended by the Department of Companies Affairs, Government of India on December
16, 1993) to the Companies Act, 1956. In respect of Fixed Assets acquired prior to December 16, 1993
depreciation is provided at the rates applicable prior to the amendment. Assets costing upto Rs. 5000/
- each are depreciated fully in the year of purchase. In respect of assets given on lease the company
has followed the recommendations of the Institute of Chartered Accountants of India on accounting for
leases. No depreciation is provided in respect of assets leased after 01.04.2001 as per Accounting
Standard-19 on "Leases".
e. Stock on Hire
Stock on hire is valued at cost plus total finance charges and is reduced by the instalments which have
matured during the relevant period.
21
ISF LIMITED
l. Impairment of Assets
The carrying values of assets / cash generating units at each balance sheet date are reviewed for
impairment of assets. If any such indication exists , impairment loss i.e. the amount by which the carrying
amount of an asset exceeds its recoverable amount is provided in books of accounts. In case there is
any indication that an impairment loss recognised for an asset in prior accounting periods no longer
exists or may have decreased, the recoverable value is reassessed and the reversal of impairment loss
is recognised as income in the profit and loss account
m. Other Accounting Policies
These are consistent with generally accepted accounting practices.
23
ISF LIMITED
Note4 LONG TERM BORROWINGS
Secured Term Loans
From Banks 165446 366699
165446 366699
Banker's Name Security Given Rate of Interest Instalments
(%) Outstanding
Non
Current Current
ICICI Bank Limited 165446 201253 Hypothecation of
Vehicle
10.56% 21
Note5 DEFERRED TAX LIABILITIES (NET)
Deferred Tax Liability
Timing difference on account of difference
between book depreciation /lease Equalisation &
depreciation as per Income Tax Rules 140477 (3110075)
140477 (3110075)
Deferred Tax Assets
Provision for Gratuity 122161 112432
122161 112432
Deferred Tax Liability/(Assets) (Net)18316 (3222507)
Note6 LONG TERM PROVISIONS
Provision for Employees benefits
Gratuity 395343 363859
395343 363859
Note7 SHORT TERM BORROWINGS
Unsecured loans
From Companies 5561000 3218000
From Related Parties 26757224 33778224
32318224 36996224
Loans from Companies/Directors and Relatives of Directors are accepted for a term of 12 months and carry an
interest rate of 12% pa.
Note8 TRADE PAYABLES
Sundry creditors
- Micro, Small and Medium Enterprises 0 0
- Others 1055007 1073170
1055007 1073170
Note9 OTHER CURRENT LIABILITIES
Current maturity of long term debt
From banks 201253 181173
Interest accrued and due on borrowings 223001 121101
Interest accrued but not due on borrowings 1378706 1158791
Lease Security deposits 0 5353157
Other payables
Accrued salaries and benefits 263939 517913
Statutory dues 150748 142177
Book over draft with a scheduled bank in current account 376544 0
Unmatured Finance Charges 361628 3281232
2955819 10755544
(Rupees)
STATEMENT OF SECURITIES GIVEN AND TERMS OF REPAYMENT OF LOANS
As At 31.03.2014
(Rs. )
25
ISF LIMITED
Note 11 NON CURRENT INVESTMENTS
INVESTMENTS -AT COST-NON QUOTED
a) In Equity Shares - Fully paid
SUBSIDIARY COMPANIES
SOMIL CONSTRUCTION PVT LTD 100000 0
10000 SHARES @ RS 10 EACH
SWARG FOUNDER REAL ESTATE PVT LTD 100000 0
10000 SHARES @ RS 10 EACH
ABG CONSTRUCTION PVT LTD 100000 0
10000 SHARES @ RS 10 EACH
MULK RAJ REAL ESTATE PVT LTD 100000 0
10000 SHARES @ RS 10 EACH
BABA GHANSHYAM REAL ESTATE PVT LTD 100000 0
10000 SHARES @ RS 10 EACH
500000 0
Note 12 LONG TERM LOANS AND ADVANCES
Unsecured considered good
Capital Advances 2500000 0
Security Deposits 1300400 1300400
3800400 1300400
Note 13 STOCK ON HIRE
Stock on Hire under Hire purchase Agreements 48770646 62188789
(Including unmatured finance charges as per contra)
48770646 62188789
Note14 TRADE RECEIVABLES
Secured, considered goodunless otherwise stated
Over Six months 2067996 2407996
Others 3223168 3129488
5291164 5537484
Note 15 CASH & CASH EQUIVALENTS
(a) Balances with Banks
In Current accounts 12095 630944
(b) Cash on hand (as certified) 159540 101682
171635 732626
Note16 SHORT TERM LOANS & ADVANCES
Loans & Advances to Related Parties-Unsecured
Loans 13286767 0
Loans to others
Secured 517096 0
Unsecured 79231362 81167269
Against supply of goods and services 760550 7379791
Prepaid Expenses 1416174 1411888
Advance Income Tax (Net of provision) 1246553 1395553
Incidental Advances to customers related to HP & Lease 2722681 3222681
99181183 94577182
Advances recoverable in cash or in kind or for value to be received
and/ or adjusted
(Rupees)
27
ISF LIMITED
NOTES TO THE ACCOUNTS
23. a) Contingent Liabilities for :
Claims against the company not acknowledged as debts Rs 760550/- (Rs 760550/- ) (Net of
Advances) (Being contested by the company)
b) In the opinion of the Board, all the Current Assets, Loans & Advances have a value on realization
in the ordinary course of business at least equal to the amount at which they are stated in the
balance sheet.
24. Loans given, some of the Current Liabilities, Sundry Debtors and Advances are subject to confirmation/
reconciliation.
25. The company has created a Reserve Fund of NIL (previous year Rs. 10000/-) as required under the
provisions of Reserve Bank of India (Amendment) Act, 1997.
26. Since the company does not have a substantial number of employees, gratuity liability for eligible employees
is provided for on actual basis and not actuarial valuation.
27. The company is engaged primarily in the business of financing and accordingly there are no separate
reportable segments as per Accounting Standard (AS)-17 dealing with 'Segment Reporting.'
28. The company has assessed its assets for impairment and concluded that there are no impairment
losses.
29. Current Assets, Loans & Advances ( Note-16) include amounts due from :-
As at 31.3.2014
i) Private Limited Company Rs.
in which the Previous Managing Director 13286767
of the Company was interested as Director (0)
30. As per AS(15) Revised on Employee Benefits details of expenses for the year ended 31.03.2014 are
given as under:-
i. Provident Fund (Defined contribution plan) Rs. Rs.
Disclosed in Profit & Loss Account as Employer's contribution to
provident Fund 28220 (29070)
ii. Gratuity- Non funded 31484 (21487)
31. Related Party Disclosures under Accounting Standard(AS)-18
a) List of related Parties (As identified by the Management)
i) Subsidiaries- ABG Construction Private Limited, Mulkraj Real Estate Private Limited, Somil
Construction Private Limited , Swarg Founder Real Estate Private Limited, Baba Ghanshyam Real
Estate Private Limited.
ii) Enterprises owned or significantly influenced by Key Management
Personnel or their relatives : ISF Services Pvt. Ltd.,
Simbal Builders Pvt. Ltd.
Simka Hotels & Resorts Pvt. Ltd.
Paradigm Sourcing Solutions Pvt. Ltd.
29
ISF LIMITED
12 Additional Information as required by paras 3, 4C and 4D of part II of schedule VI of the Companies
Act,1956:
a) Gross Income Year ended Year ended
31.3.2014 31.3.2013
Rs. Rs.
i) Lease Income 313680 (799896)
ii) Hire Purchase Income 2919605 (3320008)
iii) Interest received 7706001 (6456437)
b) Expenditure in foreign currency 0 (0)
c) Earning in Foreign Exchange 0 (0)
Note: Figures in brackets above are in respect of previous year.
13. Previous year figures have been regrouped/rearranged to make them comparable with those of current
year.
14. Notes 1 to 36 form an integral part of Balance Sheet & Statement of Profit & Loss and have been duly
authenticated.
As per our Report of even date
for JAGDISH SAPRA & CO.
CHARTERED ACCOUNTANTS
(Firm Registration No. 001378N)
Sd/- Sd/- Sd/- Sd/-
Partner Wholetime Director Director Company Secretary
PLACE : NEW DELHI
DATED : 31-05-2014
31
ISF LIMITED
Other Matters
We did not audit the financial statements of the subsidiaries whose financial statements reflect total assets
of Rs.368000 as at March 31, 2014, total revenue of Rs. NIL, net cash inflows amounting to Rs.368000 for the
year ended on that date. The financial statements have been audited by other auditors whose reports have
been furnished to us by the management and in our opinion, in so far as it relates to the amounts included in
respect of said subsidiaries is based solely on the reports of other auditors. Our opinion is not qualified in
respect of this matter.
For Jagdish Sapra & Co
Chartered Accountants
(Firm Registration No. 001378N)
VIPAL KALRA
PLACE : NEW DELHI Partner
DATED : 31-05- 2014 Membership No. 084583
33
ISF LIMITED
As at 31st March,
2014
(Rupees)
NOTE
I Revenue from operations 16 8896712
II Other non operating income 17 22
III Total Revenue (I+II) 8896734
IV EXPENSES
a Employees benefits expense 18 1921660
b Finance costs 19 3334072
c Depreciation and amortisation expense 20 281592
d Other expenses 21 3078486
Total expenses 8615810
V Profit before tax (III-IV) 280924
VI Tax expense
a Current tax 149000
b Deferred tax 3240823
VII Profit/(Loss) for the year (V-VI) (3108899)
VIII Earning per equity share
a Basic (0.0327)
b Diluted (0.0327)
ISF LIMITEDSTATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED 31.03.2014
Significant Accounting Policies 1
Notes to Accounts form an integral part of Financial Statements
In terms of our report attached
For Jagdish Sapra & Co
Chartered Accountants
(Firm Registration No. 001378N)
Partner
M. No. : 084583
Place: New Delhi
Dated: 31-05-2014
35
ISF LIMITED
NOTE 1 : STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES :
a) Basis of Preparation of Financial Statements
The Financial Statements are prepared under historical cost convention and comply in all material
aspects with the applicable accounting principles in India , Accounting Standards notified under Sub
Section 3 (C) of Section 211 of the Companies Act 1956 read with the General Circular 15/2013 dated
13th September, 2013 of the Ministry of Corporate Affairs in respect of section 133 of the Companies
Act, 2013. and other relevant provisions of the Companies Act ,1956.
b) Principles of Consolidation
The Consolidated Financial Statements relate to ISF Limited (the Company), its subsidiaries- ABG
Construction Private Limited, Mulkraj Real Estate Private Limited, Somil Construction Private Limited,
Swarg Founder Real Estate Private Limited, Baba Ghanshyam Real Estate Private Limited.
The subsidiary companies considered in the Consolidated Financial Statements are:
Name of the Company Country of % of share Held by
Incorporation holding
i) ABG Construction Private Limited India 100.00 ISF LIMITED
ii) Mulkraj Real Estate Private Limited India 100.00 ISF LIMITED
iii) Somil Construction Private Limited India 100.00 ISF LIMITED
iv) Swarg Founder Real Estate Private Limited India 100.00 ISF LIMITED
v) Ghanshyam Real Estate Private Limited India 100.00 ISF LIMITED
The Consolidated Financial Statements have been prepared on the following basis:
i) The Financial Statements of the Company have been combined on line-by-line basis by adding
together the book value of like items of assets, liabilities, income and expenses after fully
eliminating intra group balances, intra group transactions and unrealized profit or loss as per
Accounting Standard (AS) 21- Consolidated Financial Statements issued by the Institute of
Chartered Accountants of India.
ii) The Consolidated Financial Statements have been prepared using uniform accounting policies
for like transactions and other events in similar circumstances and are presented to the extent
possible, in the same manner as the Company's Financial Statements.
c. Revenue Recognition
Revenue is recognised when there is reasonable certainty of its ultimate realization/collection. Prudential
norms prescribed by Reserve Bank of India for revenue recognition are followed:
i) Lease Rentals
Lease rentals received/receivable under lease agreements are accounted as income net of
Lease Equalisation to ensure recognition of Net Income at a constant periodic rate of return on
37
ISF LIMITED
i. Borrowing Costs
Borrowing costs that are attributable to the acquisition or construction of qualifying assets, if any, are
capitalised as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial
period of time to get ready for intended use. All other borrowing costs are charged to revenue.
j. Taxation
Provision for current tax is made based on the liability computed in accordance with relevant tax rates
and tax laws. Deferred tax is recognised, subject to the consideration of prudence, on timing differences,
being the difference between taxable income and accounting income that originate in one period and
are capable of reversal in one or more subsequent periods.
k. Foreign currency Transactions
(a) Transactions in foreign currencies are recorded at the exchange rate prevailing at the date of the
transaction.
(b) Monetary items denominated in foreign currencies at the year end are translated at the rates
prevailing as on the date of Balance Sheet and resultant exchange loss/gain, if any, is dealt in the
Profit & Loss Account.
(c) In respect of transactions covered by forward exchange contracts, the difference between exchange
rate on the date of the contract and the year end rate/settlement rate is recognized in the profit &
loss account. Any premium/discount on forward contract is amortised over the life of the contract.
Any profit/loss arising on cancellation or renewal of such a contract is recognized as income or
expense for the period.
l. Provisions & Contingent Liabilities
A provision is recognised when the company has a present obligation as a result of past event and it is
probable that an outflow of resources would be required to settle the obligation and in respect of which
a reliable estimate can be made. Provisions are reviewed at each balance sheet date and are adjusted
to effect the current best estimation.
A contingent Liability is disclosed after a careful evaluation of the facts and legal aspects of the matter
involved where the possibility of an outflow of resources embodying the economic benefits is remote.
m. Impairment of Assets
The carrying values of assets / cash generating units at each balance sheet date are reviewed for
impairment of assets. If any such indication exists , impairment loss i.e. the amount by which the
carrying amount of an asset exceeds its recoverable amount is provided in books of accounts. In case
there is any indication that an impairment loss recognised for an asset in prior accounting periods no
longer exists or may have decreased, the recoverable value is reassessed and the reversal of impairment
loss is recognised as income in the profit and loss account
n. Other Accounting Policies
These are consistent with generally accepted accounting practices.
39
ISF LIMITED
Note3 RESERVES & SURPLUS
(a) General Reserve
As Per Last Balance Sheet 1891000
Less: Loss on acquisition 132000
1759000
(b) Reserve Fund
As Per Last Balance Sheet 6619000
Add Transferred from Profit & Loss Statement 0
6619000
( c ) Surplus in Statement of Profit and Loss;
As per last Balance Sheet 23501224
Add Net profit after tax transferred from Statement 0
of Profit & Loss (3108899)
20392325
Less Transferred to Reserve Fund 0
20392325
28770325
As at 31st March,
(Rupees)
Note4 LONG TERM BORROWINGS
Secured Term Loans
From Banks 165446
165446
Banker's Name
Non Current Current
ICICI Bank Limited 165446 201253
Note5 DEFERRED TAX LIABILITIES (NET)
Deferred Tax Liability
Timing difference on account of difference between
book depreciation /lease Equalisation & depreciation
as per Income Tax Rules 140477
140477
Deferred Tax Assets
Provision for Gratuity 122161
122161
Deferred Tax Liability/(Assets) (Net)18316
Note6 LONG TERM PROVISIONS
Provision for Employees benefits
Gratuity 395343
395343
STATEMENT OF SECURITIES GIVEN AND TERMS OF REPAYMENT OF LOANS
As At 31.03.2014
(Rs. )
41
ISF LIMITED
43
ISF LIMITED
NOTES TO THE ACCOUNTS
22. a) Contingent Liabilities for :
Claims against the company not acknowledged as debts Rs 760550/- (Net of Advances) (Being
contested by the company)
b) In the opinion of the Board, all the Current Assets, Loans & Advances have a value on realization
in the ordinary course of business at least equal to the amount at which they are stated in the
balance sheet.
23. Loans given, some of the Current Liabilities, Sundry Debtors and Advances are subject to confirmation/
reconciliation.
24. The company is engaged primarily in the business of financing. As the subsidiaries are yet to commence
their operations, there are no separate reportable segments as per Accounting Standard (AS)-17
dealing with 'Segment Reporting.'
25. The company has assessed its assets for impairment and concluded that there are no
impairment losses.
26. Related Party Disclosures under Accounting Standard(AS)-18
a) List of related Parties (As identified by the Management)
i) Enterprises owned or significantly influenced by Key Management
Personnel or their relatives : ISF Services Pvt. Ltd.,
Paradigm Sourcing Solutions Pvt. Ltd.
Simbal Builders Pvt. Ltd., Simka Hotels & Resorts Pvt. Ltd.
ii) Key Management Personnel & their relatives
Key Management Personnel : Mr Amarjit Singh,
Relatives Mr Udayjit Singh, Mrs Simbal Singh, Priya Singh
Type of Related Party Description of the Volume of Amount Outstanding
nature of the transactions for the as at 31.3.2014
transactions year ended 31.3.2014
Receivable Payable
i) Loan given (excluding 12340000 12340000 0
Interest Income Disclosed
Seperately)
ii) Interest Income on Loans 946767 946767 0
given
iii) Loan Taken 0 0 0
iv) Advance given 0 0 0
b) Transactions with related Parties. (In Rupees)
Enterprises owned or
significantly
Influenced by Key
Influenced by Key
Influenced by Key
Relatives
Key Management i) Loans Taken 0 0 126224
personnel & their
ii) Interest paid /accrued 0 0 0relatives
on deposits
iii) Managerial 787198 0 110531
remuneration
45
ISF LIMITED
PROXY FORM(Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies
(Management and Administration) Rules, 2014)
Name of the member(s) : ..........................................................................................................................................................
Registered Address : ................................................................................................................................................................
E-mail ID : .................................................................................................................................................................................
Folio/ DP ID - Client ID No. : .....................................................................................................................................................
I/We being the member(s) of ........................................... shares of ISF Limited hereby appoint:
(1) Name: .................................................................................................................................................................................
Address : ..................................................................................................................................................................................
E-mail ID : ..................................................................................................................................................................................
Signature : ...................................................................................., or failing him;
(2) Name: .................................................................................................................................................................................
Address : ..................................................................................................................................................................................
E-mail ID : ..................................................................................................................................................................................
Signature : ...................................................................................., or failing him;
(3) Name: .................................................................................................................................................................................
Address : ..................................................................................................................................................................................
E-mail ID : ..................................................................................................................................................................................
Signature : ...................................................................................., or failing him;
as my/our proxy in my/our absence to attend and vote for me/us, and on my/our behalf, at the Annual General Meeting of
the Company, to be held on Thursday, 25th September, 2014 and at any adjournment thereof.
S.No. Resolutions Optional*
For Against
1 Adoption of Financial Statements for the year ended March 31, 2014
2 Re-appointment of Lt. Gen. K.C. Taneja, PVSM (Retd.), who retires by rotation.
3. Appointment of Mrs. Simbal Singh as Wholetime Director for Three years.
3 Re-appoint M/s. Jagdish Sapra & Co., Chartered Accountants, Registration No. 001387N
as Statutory Auditors of the Company.
AS WITNESS my/our name/names this ……………. day of ………………..2014
…………………………
Signature
ISF LIMITEDCIN: L74899DL1988PLC076648
Regd Office: K-10, Som Vihar, R.K Puram, New Delhi - 110022
Ph : 011-26109124 Fax : 011-26188970, Email: [email protected]
