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LIBORD FINANCE LIMITED (FORMERLY : LIBORD INFOTECH LIMITED) 17th Annual Report 2010-2011 \ r

LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

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Page 1: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED (FORMERLY : LIBORD INFOTECH LIMITED)

17th Annual Report

2010-2011 \ r

Page 2: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

REGISTERED OFFICE : 104, M. K. Bhavan

300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0

Fax : 2266 2520

AUDITOR : AMAR BAFNA & ASSOCIATES

CHARTERED ACCOUNTANTS

DIRECTORS MR. LALlT KUMAR DANGl MR. V. H. PANDYA DR. (MRS) VANDNA DANGl MR. NAWAL AGRAWAL

REGISTARS & SHARE TRANSFER AGENTS

SHAREX DYNAMIC (INDIA) PVT. LTD. LlNlT NO. 1, LUTHRA INDUSTRIAL PREMISES,

SAFED POOL, ANDHERI KURAL ROAD, ANDHERI (EAST), MUMBAI 400 072

TEL. : 2851 5606 I 5644 FAX : 2851 2885

Contents Page No.

Page 3: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

L I B O R D FINANCE L I M I T E D C *

NOTICE

Notice is hereby given that the 17" Annual General Meeting of the Members of Libord Finance Ltd. will be held on Thursday, 29Ih September 2011 at 10.00 a.m. at 104, M.K. Bhavan: 300 Shahid Bhagat Singh Road, Fort, Mumbai - 400 001, to transact the following business:

ORDINARY BUSINESS :

1. To consider and adopt the Audited Balance Sheet of the Company as at 31st March, 201 1 and Profit and Loss account for the year ended on that date together with the Directors' Report and the Auditors' Report thereon.

2. To appoint a director in place of Mr. V.H. Pandya who retires by rotation and being eligible, offers himself for reappointment.

3. To appoint a director in place of Mr. Uawal kgrawal who retires by rotation and being eligible, offers himself for reappointment.

4. TO appoint the Auditors and f~x their renunciation

SPECIAL BUSINESS :

5. To consider and if thought f ~ ! to pass with or without modification the following as an ordinary resolution

I " RESOLVED THAT Srnr V2njrfa Dang~ be and IS hereby appointed as a Director of the Company." i Place : Mumbai Date : 24.06.201 1

Registered office : 104- M. K. Bhawan 300, Shahid Bhagat Singh Road. Fort. Mumbai

B For & on Behalf of Board

Lalit Kilmar Dangi Chairman

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.

I 2 Instruments of proxies In order to be effective must be deposited w~th the Company at its Registered Office not less than 48 hours before the commencement of the meeting.

I 3. The register of members of the Company and the Shares transfer books will remain closed from 27th Sept 201 ! to 28th Sept. 2011 (both days inc1l;sivej in terms of tne provisions of Section 154 of the Companies Act, 1356.

I 4. Members may kindly communmte immediately any change in their address mentioning PIN CODE to the Company's

address.

Explanatory statement pursuant to section 173(2) of the Companies Act, 1956 :

Mrs. Vandna Oangi was appointed as an Additional Director with effect from 24th June 201 1 and pursuant to Section 260 of the Companies Act 1956 she holds the office upto this Annual General Meeting. A notice as required under section 257 of the Companies Act 1956 has been received from a shareholder for proposing Mrs Vandna Dangi for the office of the Director of the company.

I The Board proposes that it would be in the interest of the Company to appoint Mrs Vandna Dangi and therefore recommends the resolution for approval.

I Mr. Lalit Dangi. Managing Director of the Company is interested in the resolution.

Page 4: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LlBORD FINANCE LIMITED

DIRECTORS' REPORT

To the Members, Shtement, it IS hereby confirmed:

Libord Finance Limited (ij That In the preparation of the accounts for the financial year erded 31st March, 2011, the app!icable accou~ting standards

Your Directors have pleasure in preser~ting the 17" Annual FleporQ have been foilswed along with proper expianation relating to along with Audited Accounts of the Company for the year ended material departures: 31st March. 2011. (ii) That the Directors have selected such accounting pi icies and

applied them consistently and made judgments and estimates FINANCIAL PERFORMANCE -- that were reasonable and prudent so as to gke a true and fair

2010-2011 2009-2010 view o l the state of affairs of the Cortpany at the end ot

( R ~ . in hs) ( R ~ . in L ~ ~ ) finattcial year and o! the profit or loss of the Company for !Re yea: u:~der revlew.

Gross Profit before depreciation 65'2f3

(iiii That the Directors have takcn proper and suhlcien: care of the

8. Provision for Taxation 13.17 !O 62 rnamtennnce of adcqirate accounting remrds in eccc-rdonce wi?! ths provisions of 9ie Companies Act. 1356 :or saiaguardiny

Provision for taxation B FBT 3.00 3.74 tne assets of the Company a;.d fc: prev:n!ing 3r1d r ) r ! t x d q

Provisions written back (0.50) (0.29) traud and vther irreguladies

Profit after taxation (PAT) 8.58 5.60 I ) Tha? tne Di~ectors have prepared fie acccilniz foi the 'inan:;al

(80.75) (85A5) yerr enaeo 3151 March, 201: on a gong cancer;; kazis.

Balance brought forward from Previous Years Balance carrled to Ba\ance sheet (72.171

(,o.75:, REPOPT 0% ALIDIT COMMITTEE -- a: rerrns of Reference

REVIEW OF OPERATIONS 70 averse. the Con?pany's financia; re;orTing process and

The income from durirlg the year was Rs,83,72 Lakhs Litsclosurc of it's f~nancial iniormation, to reco.nrner,d the

(Previous Year 65 28 Lacs) apjoi:itrnen! of StatuEdry Auditors and firdiion of the audl fees, to review and discuss with the A ~ d ~ t o i s abou! internal cont:ol

DELISTING OF EQUITY SHARES FROM STOCK EXCHANGES systems, scope of aud~t including observat~ons of the auditors

The Equity Shares of the Company have beenvolunt3rily delisled in O? adequacy of Internal control systems, major accovnting

Madras Stock Exchange, Jaipur StockExchange Ahmedabad Stock ~ol ic ies S Practices, adopting accoE-ting standards and

Exchange w.e,f. 5,03.2011, 07,06,2010 02~06~2010 respdivew, mm?iylng varisus requirement camrnins financiai statements.

The Company continues to be listed with Bombay sock Exchange. if any, to review the Company's hall-yeafly andannual financial ststernenls before submission to the Szaro of Directors.

FIXED DEPOSITS Du::ng the year k u r Audit Committee meetings were held on

Your Company has not accepted any deposits ,ram the public 20.04.2010,29.07.2010,22.10.2010 8 27.01.2011. The Minutes of the Audlt Comm~nee are ciiculated to the Board, diswssed and &ken note of.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, b1 COmposilion FOREIGN EXCHANGE EARNINGS AND OUTGO Your Company has no activities relating to c3nservation of energy or technology absorption. There were n:, earning or outgo in foreign exchange for the per~od under review.

PERSONNEL No employee of the Ccr~pany was drawing salary in ~ r c e s s of the AUDITORS limits specified cnder section 217 (2.4) of the Companies Ac1.1956 MIS. Amar Bafna 5, .Associates. Chanered Accou?tants have shown read wdh the Company's (PaCicular of Employees) Rules, 1475. their wil!lngnsss for the re-appcintment.

Yoar D~rectors recommend the appointment af M;s. Amar Bafna & DIRECTORS Associates, Charierctd Accountants as the audi:ors for the Comparry Mr V.H.Pandya 8 Mr Nawal Agrawal retire by rotaticn as direc:ors. from the conclusio~ cf ensuing annual general meet~ng :lp!o the They have offered themselves to: re?ppointrr!ent be~ng elig~b!e for conc!us~on of the next annual general meeting.

The Notes or1 accounts referred to in the Aud~lcrs Repori are self-

N,G,Deshpande has resigned due to his health & his resignation cxpln~atcry and therefore do not call fcr any further exp!anation.

was accepted in !he Board Meeting held on 24.06.2011. The Board appreciated the x ~ v i c e s rendered by Mr.N.G.Deshpande. Dr Vandna ACKNOWLEDGEMENTS

Dangi was as an di,ector on 24 .06. 011, Her Your Directors place on record their ap~reciat~nn for the valuable

tenure ends at the conclusion of the Annual General Meeting. oontrib"tion made by Ihe 'Iaff Oi the Your Directors wshto place sn record their appreciation forthe active

A notice as required under Section 257 of the Companies Act, 1956 support given by Banks, investors, Shareholders, Brokers, had Seen received from the shareholders for proposing Dr. Vandna Employees and Customers. Dangi for the office of the Director.

For and on behalf of the Board DIRECTORS' RESPONSIBILITY STATEMENT Pursuant to the requirement under Section 217(2AA) of the Place: Mumba~ Lalit Kumar Dangi Companies Act. 1956, with respect to Dircctws' Responsibility Date: 24 06.2011

Page 5: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

CORPORATE GOVERNANCE - 2010 - 11

Libord Finance Ltd. believes in good Corporate Governance, which results in corporate excellence and attaining maximum level of transparency, disclosures, acunmtabilrty and equity in all its interaction with its Shareholders. Your Company continued to recognize the importance of Corpoate Govemanca to ensure faimessto the Shareholders. Corporate Governance envisages disclosures on various facets of Company's operations in order to achieve corporate excellence. The Company continued to share with you from time to time various infwmati through public notices, press releases and through Annual Reports. In addition, we give below the information on seas covered under Corporate Governance.

I In terms of the CompanVs Corpaa!e GY-W Pdicy. all statutory and other significant and material information are placed before the Board. As on 31* March 2011, the bad d b & m s cl ysur Company consisted of four directors. (a) The Composition of Eoanj d 3..Edc--s r s i t 31 03.2011 was as follows:

No. of Outside No. of Membership in Directorships held Committee of Board

Mr. N G Des-- '- Mr. Loll 2a-? LC '=---A --

- - Mr Naiualhz*-? 7 1 7

('0) Details of Board rneecr.; r+: =-.-: r e ;ear 2010 - 11. Dates of meeting 02.04.201 0 20.04.2010 08.06.2010 25.06.2010 29.07.201 0 22.10.2010 27.01.201 1

(c) Anendance rear: o' ?e 3-%=:-5 i: i?e Boar3 rneetlngs held durlng the flnanc~al year 2010 - 11 and the last AGM held on 27th September, 29' C

I Name I No of Boa;d I Whether last Annual General meetlng hnmd-d 1 meeting Attended - ---.- --

Mr. Lalit Dangi I 7

Aud~t commlnee atlmjzrct I.--.? 23i C - 1 I

I Sr No / Nane o. L+e A d - ~~~~~~~e Member -- No of Meetings Addended

YES

I Ill. Remuneration Committee

Remuneration comm!?ee is :crs' :-.3! ) . I r h . 2 Deshpande 5, Mr. Nawal Agrawal are the members of the commlnee. Comminee met 2 times in the year

Mr. Nawal Agrawa: 7

11. Audlt CommLttee The Audit committee of tne >k-z-; 2r;liued to oversee the funct~ons of the Audi: committee under the Companies Act as well as Audit Committee under t te Is--< e;?e-ent As on 31.03.2011 ihe Aud~t committee consists of 3 Directors - Shri Lalli Dangi, Shri Nawal Agrawal and S?,r '1 13 k - , 3 2 7 d e . Mr. Lali! Dangi acts as the Chairman of the Committee. During the year the committee met four times 3n T C-: 23.C.. 29 C17.2010. 22.10.2010 & 27.01.2011.

IV. Shareholders Comfriltee 1 Tracsfef Commmee (a) Shareholders Comrr i te wqsSs 3: Cur. Directors. Mr Lal~t Dang~ & Mr. Nawal Agrawal. The Commlnee looks Into the

redressal of sharebce.5 h ~ - d ? % : ~ s ccrnpla~r~ts l~ke transfer of shares, non receipt of Annual Report etc Durlng the year the commlttee net twet~e 1-ES

YES

I

(b) Transfer Comm ree tAr L ! I ' 52-3 51-ector rnonltors the activities of Registrar & Transfer Agent & looks after the issues relatrng to sharsho&rs S t z e '-a-sfe-s 1 transm~sslon are approved by a sub commlttee

(c) Mr. Lall! Dang~ is !he r m p h r c e 3trcer in terms of the Requirement of the Stock Exchange

id) The Company has a m - @ ' 2 ~ 2 $'areholders The Company regularly Interacts w~th the shareholders through letters and at the AGM whersin he a:l%s ol h e Company. I& performance, tts future plans are provided for lnformat~on of the shareholders Ths qua-?-, r 3 s L 3 are p~~bllshed in the newspapers

Page 6: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

(e) The number of shares transfe~ed durins the lest two years are as given below:

ZCO5- 2310

Number of shares transferred

(g) Details of Complaints received 8 red~essed during the last two years ate given Leiow: During the year 21209-10 & 2006-09, r;o investors cornplaiilts were received.

V. The C ~ m ~ a n y has also been taklr,g all s t e p to e:isijre that shareholders' related activities are given due prionry and matters are resolved at the earliest.

Vl. GENERAL BODY MEETING:

(a) Details of locat~or,, lime & date qf last ;:!lee AGMs are gidet. telcw: -- Date .-1LL!!E!E -_ ~. -_ - -- - 29.09.2+ Registered 0 3 1 ~ 2

--

I 1 : . 0 0 A M

29.09.2009 Registered Ofice- 10.013 AM

27.09.2010 Registered O I k e !0OOAM

(c) Although the notification P:esirib~gg the imporhril items to be considered by postal ballet was issiied by rte Goverrrment of India, as far as the Company is ancerned the necessiw of passing such resolutions relating to business speufied in the Rules did not arise

VII. DISCLOSURES (a) There was no rnater~z! transacbons wth direc:ars or the managemenl or their relatkes having potsntia! conflict with tt,e

inte:est of the Compacy at :aloe. (b) There have been no instances of non compliance by the Company, Penalty I Structures/ imposed on the Campany by the

Srmk Exchange or SEE1 or any Statutory Au:hor!ties on any matter related to Capital Market during me last three years.

(c) The Equity Shares of the Company have been voluntarily delisted from Madras Slock Exchange. Jaipur Stock Exchange 8 Ahmedabadstock Exchange w e.f. 15.03.2011.07.06.2010 & (12.06.2010 respectively The Cowany uxltinuesto be listed ~ t h Bombay Stock Exchange.

VIII. MEANS OF COMMUNICATION You: directors t ike on r e c ~ r d thc unal~diled F~rra:.cial Resvll;, in the Prescribed Performance of every qJarter 8 nalt years and announce the res~~its to a!! [he i~sted 9mK txchan~es. Tile same are published within 40 hours, in the newspapers namely me Fret Press Journs! and Navshdktl Tne Company a!sc issi!es rlew releases on signifmnt Corporate decsions and activ!ties.

IX. GENERAL INFORMATION TO SHAREHOLDERS

(b) \'ours Company shares are llsted or: Bombay Stock Exchange Ltd. P .!. Towers, Ddal S!reet, Murnbai - 23.

The Company hzs paid listed !eei of the Stock Exchange, Mumbai upto 2011 - 12.

(c) Code Number.

Page 7: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

Page 8: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

UBORD FINANCE LIMITED

(j) Address for Correspondence: 104, M. K. Bhavan, 300, Shahid W,agat Singh Road, Forl Market, Fort, Mumbai 400 001. Phone No: 22658108 109 110 Fax No: 22662520 Email Id: [email protected]

On Behatf d d ~ c s r : r C i r m

Place: Mumbai Lalc K m D ~ I Date : 24.06.201 1

MANAG-EMENT DIS-N AND ANALYSIS

New Approach of Management, Human Resource Development and Industrial Relation's : Ywt company has not witnessed employee turnover during h e past period. However, all efforts are being made by the board to retain good talent **in the Company. The board is also working on a con\prehenswe basis to review Companies HR policies so ha! proper talent car? be invited at an appropriate time.

Opportunities and threats : Proper care being taken to put the companvs assets in @xd m ~ n s conditions. Efforts are being made by the board to work out a proper keep up plan.

Outlook : Presently your company is p r q s i n g good growth.

Risks and Concerns : There are no nsk.

Financial Performance and Operational Performance : The financial performance of the mmpaqy has been satisfactory.

Review of Internal Control system and their adequacy : The company has internal control sysrern which, in the opinion of the management, is commensurate with the size and the activities of the company

Human Resource Development and Industrial Relations : The company continues to maintain excellent industrial relations, while also ensuring human resource development. Training and educational prcgrams are conducted as per the requirements, to improve efficiency and in tum, increase productrvrty of every employee. The company believes that its employees are !he real strength of the organization.

On Behalf of Board of Di reaon

Place: Mumbai Lalit Kumar Dangi Date : 24.06.2011

cERT!f!CA.IE To Ihe Members of Libord Finance Limited

We have examined the compl~ance of conditions of Corporale Governance by Libord Finance Lim~led, for 1% year ended 31st March. 2011 as slipulaled in clause 49 of h e listmg Agreement of the said Company the Stock Exchange(s).

The compliance of conditions of Corporate Governance is Ihe responsibility of the management. Our exarnina:~m was limited lo the procedures and implementation thereof, adopted by the Company for ensuring the compliam of the conditions of the Corporate Governance. It is neitheran audit nor an expression of opinion on the fir.ancial statements of the Company.

In our opinion and lo the best of our information and according to the explanations given to us, we ceMy tha! lk Company has complied with the conditions of Corporale Governance as stipulated in the above menti?ned Listing Agreements.

As required by the Guidance Note issued by the Institute of Chartered Accountants of India and on the basis of representation received from the Registrar and Share Transfer Agents and as per records maintained by 'h Company which are presenled to the Shareholders Grievances Committee, we slate that no investor grievances were pending for a period exceeding one month.

We further slate that such compliance k neither an assurance as to the future viability of h e Company nor the efficiency or effectiveness wim which the management has conducted the anairs of the Company.

For AUAR BAMA & ASSOCIATES Chartered Accountants

FRN 114854W

Place : Mumbai Amar Bafna Date : 24.06.201 1

M. No. 048639

Page 9: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

AUDITORS' REPORT ANNEXURE TO THE AUDITORS' REPORT To ('ieferred to In paragraph 1 of our report of even date) The Members of 1 (a) The Company has maintained ~ ts records showing full parliculars UBORD FINANCE LIMITED including quantitative details and situallon of fixed assets. 1. 1. - - - - - (b) The lived assets have been physically veraied by the management

We have aud~!ed the attached %la?ce z- - )... - - - '.". 3E during the year at reasonable ~ntervals. LIMITED ( f o m r l y known as Libord I~.:={Y- 3 . - i r . % z - 3 ' s ' I - . - - .,: A (c) None of the assets was disposed off during the year.

2011, annexed adbssw,: 6 :.% :>.*-. :x -7-.e Physical ve r i f~ca l~on has been conducted by the management at yearendedon that date, T~~~ fim si--a ,., -, .,s,s, ,> reasonable ~ntervals In respect of stocks of shares and securities and no

the Compan)/s marragement. Ov ,-sJ. ?-, :; zG,7& discrepancies were noticed between physical and b w k sto&.

opinion on mese financial Slaterrets 5~55C r -3-r 2,: 3. (a) The Company has not granted loans to the Companies listed in the

2. We conducted our audit inamra2n.z wz- L J a r . ; -sx-x':~ == ie:aily regls!er mainhined under sectton 301 01 the Act and under the same

accepted in India. Those St- 5 ~ 2 ~ - Fa e s . r - z-3 c'frorm management as defined under sedion 370(B) of the Ad.

the audit to obtain reasonable w=?;E zo-* --e--.e. 7.; . - - a ? c ~ d (b) The Company has not taken any unsecured loans from the Cwnpany

statements are free o l material r.;sz:e.-c-.: 1 - 2 . 2 : I ^ C I L ~ P S llsted in the register maintained under section 301 of the Act and

examining, on a test bass, ewce-ce ~ 2 . ~ - . ; - 5 ?-z--ts a d urlder the same management as deflned under section 370(1B) of the Act

disdosures In the f i r ~ a n u a l s t a t m e ? ~ b.* -S 6 -:..;;_I as,es8?G I,, our opirlion and lo the information and explanation given to the accounting princ~ples used a" ss-+tt-I -= - .p '=i 1-ade by .,, !here are internal control systems commensurate wim the management, as well as ev2i~iDr.; Ye 2.1-3 - -2-.: L r:::?nznt size the company and the nature of its business, ~~~i~~ the process of presentation. We believe that ou: 2 c :K.- I .=z'-b:-2f-f 2 5 s tor our audit, rio major w~akness has been noticed in the internal control our opinion. systems

3. As required by the Conpanies I . ~ J T . : ' S '2::- 2113 as 5. Based on the audit procedures applied by us and according to the amended by the Companies !Ad-r.:-S =;-,:,- Z - t - ' : -ers-rsnt! ~nformat~on and explanations prov~ded by the management, there are no 2004,issund by the Central Gove~sr; -*- 3 7-2 r - 5 -5 I- sda.sestior' :ransaction durlng the year that need lo be entered In the reglster in (4A) of sectlon 227 of the G3m?zuej ' F. --r = -2-1. l i leried lo pursuance of ssc!lon 301 of the Act. 2s "the Act") and on the b a s ~ s 3' SL- ;-e>s i i * c ccnjl jererl 5 ! :1 our opinion and according to the informatton and explanat~on given to appropnate and according lo tte in-c-2:cr r-c r:: i-;-:-;- 3 1 7 ~ ~ t3 US. the Company has no! taken or accepted any deposts from the public. usd;nngthecourseofouraud~t e e-axe r -e :--+: .-s 2 sk!enenl :here'nre prov~sions o i sectlon 58A and 58AAof h e Companies Act are onthe manerr specaled ir: p a r a g a - i r - s 5 3 -+ -.r -. 1.:;. :O tn. not appilcabie to the Company

extent applicabie to the Comp&;r: 7 The internal aud11 sys!em is adequate commensurate with the size of the 4, ~ ~ ~ t h ~ ~ to our In :be L.---~~-: . ; Company and na!urc of 11s buslness.

above We R c ~ o r l that: h According to tlla lnformat~on and explanation given to us, the Central

a j LVe have obtained all tre ,l12-ar.r- r-,: +r a - ;. - - Government has not prescr~bed the main:enance of cost records required

'he best of our know[ccSe - : *- ..;-* far the 209(:3 (a) of the Companies Ad. 1956.

purposes of our audit 9. .4ccordlng lo the records of the Company, the Company is regular in

b, In our opinion, proper -$ :. ?--:---. - :I =, ,;,, have depositing with appropriate authorities undisputed statutory dues including

been kepi by the Corrrz- ! I : ' 2 - : =:: :?,: 'r:% our vrovdenl fund, investor education protection fund. employees state

exarntna!ion of :,uch 300r~ insurance, income 'ax. sales tax, wealth lax cualom duty, excise duty

C) The Balance Sheet, P r d r a-r l i i I::: .-- t - I 325'1 Flow cess arid otherstatutory dues applicable io it. Arxording to the explanations given to us, there were no undisputed amounts payable In respect of

Statement deakwrth by b= L? L;?+-- c . 7 7 9 b m ~ c statutoIy have remained as at 31st March of accovnt;

- . ?011 for a period of more than six months. d) In our opinion, the Bala-e 9%- --:-- r - z -:ss P u u n t (b) ~ ~ ~ ~ , j i ~ ~ ~ to and given to us, there are no

and Cash Flow Statement zez- WT :, r5 -+:,I- m ~ i y in ail amount pend~ng on account of dlsputes with any slatuioryauthonties. matenal respects unm tte ri-~2.1.-. =z.----- = 5 x r j a r j s as 10. The Company does not have accumulated losses more than 50% of the prescribed under the p70A;w5 : :ex:- I" 5: 2' h e Act. 10 net worth and therefore, thls clause is not applicable lo the company. the extent applicable, 11. According lo the lnformatlon and explanation glven to us, the Company

e) On the basis of Ihe wras - :I-- -2- , rc i xr= . z : :r:m the has not de'aililed in repayment of dues to the banks. Directors as on 31 st Mi-.= :1-. 2': 1 - 1 5 - 1 - ,~t3.< oy the 12. Based on our examlnatlorrs of the rerards and informaticnand explanations Board of Directors, we r.2- -r -=fa :. - -? : 1 ~ t l 3 r s are gtven to us, 1he Conrpany has not gran!ed any loandadvances on the d i s q u a l l f i e d f r o m S e i n f ~ s r=lr::: - Z:-,xr.i!~nder basis of security by way of pledge of shares/ debentures or any other section 274 (l)(g) of 8w he:= recur~ties

, = . - - f) we are unable to express z-. 33; 2- ?i .: .- - e,,lsablllty; 13. The Company IS not a ch:t fund or a nldhi /mutual benefit fund1 society. recoverability amour- *,: - 2.-.?-.;r .:. a5r Therefore, the prov~sons of this clausearenot appl~cabletolheCompany. immovable properties a ~ s . . ~ - .: =: 5: :n: I):.: c r; earlier i 4 . kccording to the ~tiforrnaiion and explanations given to us, proper records

years for which compa.\ 22i . - ,+ . , - - s..s have been ma~nta~ned by the Company of the transacticn and records in

receipts, considered t3 %-r- :- I - :. I =.-r.- = -:, , 4eier respec! of dealing in shares. securities and o!her investments.

Note no. 2 in Sched~,e - 2 1 5 The Company has not glven 3ny counter guarantee for Ihe loans taken by

5 In our opinion and to the bes: :' c': --:--?:.:I- - : 2 111.: i s !o tile CthCrS.

explanations lo us, sJr,*r ;: --2: re.iJ.a,h 16. The Company has not taken term loan durlng the year and therefore, this

above. the lmpact thereof on tPc ::rt i-c L%.Z's r ' --; . ̂ -mpany s clauso IS not applicable to the Company

presenlly not asccrtalnable Tks w.: G.,r,z , - :+:. e r wi.h the 17. Based on the examlnatlon 01 documents and records made available and

S~gr~ificant Accoiinting Polae: z-c :Te' -1'5: a:?+- - : - Scred~:ie on Ihe basis of lnformatton and explanations given to us the Company

74 and elsewhere in theam,-% ;'e :e i,';r=. -._ - - . - -+ ._ DY !h,e has not used tunds raised on short tern1 basis for long term investments

Act in the manner so requirec i-; ;;.: s TX %- T -:. . 1 + and vice versa

16. The Company has not made any preferential allotment ofs1:aresto parties (i) !n thecaseoftheBabnce Svfl 5 r; LL.-5 z'r-i- krnpeny and companies in the register maintained u,s 301 of the

as at 314 March, 2011 a,: 19. No debentures has been Issued by the Company during the year. (ii) In the case of the Prof? ?rd L r s :------1 -a ':T:I~' of the 20, r h e company has ,lot raised money through public isues during the

Company for the year e n j ~ :- 7.z -r-i year (!ii) it1 the case 01 the Cash F t u :. x- ' 2h .5 01 the 21. Basedon theaudrl procedures performedandaccordagtotheiniormation

Company for the year e M s. 7z zze and explanations glven by the management, we report that no fraud on or by the Company has been noticed or reported dunng the year.

F r AYAR 3% b & S A T E S CHAKfEE-3 ACCWKIAPTTS For AMAR BAFNA & ASSOCIATES

F.a " W W CHARTERED ACCOUNTAhTS FRN 114854W

U U R B r n A Place: Mumba~ PARNER AMAR BAFNA Date: 24* June, 201 1 M. k. 34&29 Placs Mumbai PARTNER

Date: 24" June. 2011 M. No. 048639

u

Page 10: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

Page 11: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

\

\

I

I , .

PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011 FOR THE YEAR FOR THE YEAR

ENOEO 31.03.2011 ENDED 31.03.2010 SCHEDULE Rupees Rupees

INCOME Income from Money Market cperafims 10 1,541,939 1,325,466 (TDS Rs.125605, Previous year Rs.171CE I

Income from Travels Division 14,890 (TDS Rs.766 Previous year Rs. 2492 I

Income from Consultaricy 6,256,532 5,045,000 (TDS Rs.698242 Previous year Rs.483715 Other Income (TDS Rs. 18123; 182,676 143,436 Dividend 2,267 Shcrt Term Capi'al Gain 28,804

TOTAL 8,012,218 6,528,792

EXPENDITURE - Payments !o and Provisions for E v 3,610,440 2,768.735 Administrative and Other E w 2,982,340 2,636,456 Interest and Other Finance C h a w 101,256 62,378 Depreciation 159,879 136,567

TOTAL 6,853,915 5,604,136

PROFIT/(LOSS) BEFORE TAX 11,58,303 924,656

Excess I Short Provision !w Tau-& (49,852) 16,038 Excess Provision for FBT wriner ~3 13,027

Less : Provision for Tawatiw ~ , O O o 300.000 Deferred Tax Liability 49,980 74,024 PROFITI(L0SS) AFrER TAX 8.58,175 579,697

Balance brought forward fra-r rn jea' (8,075,174) (8,654,871 )

Balance carried lo Balance Sheer (7.216.999) (8,075.174)

Significant Account~ng Pdidej h Notes on Accounts

Schedules annexed f o n prl. d re m n t s

As per our attached report of even date For Amar Bafna & Associates For & on behalf of Board

Chartered Accountants FRN 11 4854W Mr. Lalit Kumar Dangi Director

Mr. V. H. Pandya Director Amar Bafna Partner Mr. Naval Agrawal Director M.No.16864

Place : Mumbai Date : 24.06.201 0

m

Page 12: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

UBORD F I N A N C E L IMITED

SCHEDULES TO AND FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH. 2011 AS AT AS AT

31.03.2011 3 1 . 0 ~ 0 1 0 Rupees RW

SCHEDULE '1' SHARE CAPITAL AUTHORISED : 90,00,000 Equity Shares of Rs.10 each 90,000,000 SC.CO.2 a33

ISSUED, SUBSCRIBED & PAID-UP 80,00,000 Equity Shares of Rs.10 each

SCHEDULE : 2 FIXED ASSETS

Amount in Rs.

SCHEDULE '3' INVESTMENTS (NON-TRADE) LONG TERM - QUOTED & FULLY PAID UP EQUITY SHARES

FACE VALUE

Rs.

Abee Infocom Itd Adiyarnan Investments Ltd. Delta Polyester Ltd. lspat lndustries Ltd. Krystal Polyfab Ltd. Libord Secu~ities Ltd. Mazda Fabric Processors Ltd. Narnaste Exports Ltd. Ocean Knitting Ltd. Parasrampuria lndustries Ltd. Ratangiri Textiles Limited. Tnna Electronics Ltd. Vatsa Corporation Ltd. (Formerly, Vatsa Finance Ltd.) Vinyoflex Ltd. Bihar Sponge iron Ltd Damania capital Ltd Elder lectronics Ltd Glowfam Cotspin Ltd Indian lnfolech Itd Rajdarshani Industries Ltd Shri Jayiaxmi Spinning Ltd Thambi Modem Ltd Welspun india Ltd Zenith Itd Housing Development & Infrastructure Ltd.

Quantity in

Nos.

Quantity in

Nos.

Page 13: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

- -- - - - - --

LIBORD FINANCE LIMITED

As at 31-03-2011 Rupees

As at 31 -03-2010

Rupees

FACE Quantity As at

Nos. Rupees

Hindustan Oil Exploration Co.Ltd. lnfrastrucutre Development Fimnce & ~ a 7 y A 15 Jain Irrigation System Ltd Orbit Corporation Ltd.

Less : Provision for dimunition in investments

SUB-TOTAL (A)

UNQUOTED & FULLY PAID UP : LONG TERM : UNQUOTED 6 F u u Y PAD Shilpa Filaments RR. Ltd.

SUB-TOTAL (B)

Aggregate Cost of Quoted Inv-sm Aggregate Market Value of Cvs& LWmts

SCHEDULE '4' STOCK-IN-TRADE (As valued, verified and cem-e 2: the management) Foreign Currency 8 Travelbx C*.& Quoted & Fully Paid-up Shares Emkay Aromatics Ltd. Kalinga Cement Ltd. Maulik Finance Ltd.

SCHEDULE '5' DEBTORS (Unsecured, cor.sce-.r =x unless otherwise stated) Debts outstanding for a period exceeding six rmhs

Other Debts

SCHEDULE '6' CASH AND BANK BALANCES : Cash on Hand Balances with Scheduled B a r e

- In Current Accounts - in Fixed Deposit

- Interest accrued on F:x& 5 e c c s 2

Page 14: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

Provision for Gratuity 194.203 194.203

SCHEDULES TO AND FORMING PART OF THE PROFrl AND LOSS ACCOUNT AS AT 31 ST MARCH, 2011

SCHEDULE : 10 INCOME FROM MONEY MARKET OPERATIONS Interest (Gross)

SCHEDULE : 11 PAYMENTS TO AND PROVISION FOR EMPLOYEES : Salaries and Bonus 1,775,819 Staff Welfare Expenses 454,621 Directors Salary 1,380,000

Page 15: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

SCHEDULE : 12 ADMINISTRATIVE AND OMER EXPENSES : Foreign Travelling Travell~ng Expenses Conveyancs Expenses Directors Sitting Fees and Experses Auditors Remuneration Audit Fees Tax Audit Fees Out ot Pocket Exps.

Telephone,Postage & Telegrams Printing and Stationery Legal and Professional Fees Filing Fee Repairs & Maintenace Expenses Membership & SubscriptJon Lisiing Fee Miscellaneous Expenses Adverfisenent and Business Pn; -c t . r Electricity Expenses Registrar 8 Share Transfer Ew-s Sobare Expenses Car Expenses Courier charges Insurance Books & Periodicals Lease Charges Donation Gratu~ty Delisting Fees

SCHEDULE : 13 INTEREST AND OTHER FINANCE CHARGES : Other Financial Charges Interest

3143-2011

SOOOO

SCHEDULE '14' SIGNIFICANT ACCOUNTlNG F'OUCES AND NOTES ON ACCOUNTS: (1) SIGNIFICANT ACCWMTWG P O U U E S : 7 . System Of Accounting:

The accounts have bee pcza 3' 7 8 basis of historical cost convention and on the basis of a going concern, with revenues reugn~z& aM e r r = WI!& on accrual basis.

2. Revenue Recognition ana Expenses: Ail expenses and imxe :: ~e ec?! xyaale or receivable respectively are accounted lor on accrual basis.

3. Fixed Assets: Fixed Assets are sta?ec at w.. ~-ccs\e of incidental expenses, less accumulated depreciation and Cease Terminal

4. Depreciation: Depreciatiwl on fixed asses 6 p?.wjecl o", the Straight Line Method at the rates and in the manner prescribed in Schedule X!$/ to the Companks Ac 1 S 5

5. Valuation of lnvestmenk and W - b t r a d e : a) Valuation af InvesbnerPs

i) Long T m I-o a2 valued at wst. However, provision for diminution is made to recognize a decline, other than t m y , r, tx d u e of Investments, such reduction being determined and made for each investment

ii) Stock ot shares a73 seaFnes is valued at lower of the cost or markeL'fair value.

Page 16: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS

LIBORD FINANCE LIMITED

7. laxation: Income-tax expense comprises current tax, fringe benefit tax (FBT) and deferred tax charge 3' me& P - s L s x for Current tax is made on the basis of assessable income at the tax rate applicable to the relevant asses-e't pa Frcrkion for FBT is made on the fringe benefits provldedl deemed to have been provided during the year 2: !?e z-s and values applicable to the relevant assessment year. The deferred tax asset and deferred tax liabilrty is c a i w M ty -lying tax rate and tax law that have been enacted or substantively enacted by the Balance sheet Date. D e f e ~ e d W &sets arising mainly on account of brought forward losses and unabsorbed depreciaticn under tax laws, are recognbz. &+ d there is a virtua! certainly of its realisation, supporled by Convincing evidence. Deferred tax assets on 3 e e r :,ming differences are recognisec only to the exten! there is a reasonable certainty of its realisation. At each Eanme re: date, the carrying amount of deferred lax assets is reviewed to reassure realisation.

8. Impairment of Assets: The carrying amounts of assets are reviewed at each balance sheet date if there is any indication of impairment a cc internal/ external factors. An asset is impaired when the carrying amount of the asset exceeds the recoverable arwt A-7

impairment loss is charged to the prom and loss account in the year in which an asset is identified as impair=. A? impaiment loss recognized in prior accounting per ids is reversed i f there has been change in the estimate of the -& amount.

I

9. Borrowing Cost: Borrowing Costs attributable to acquisition and construction of respective assets are capitalized as a pad of the mst of such assets upto date when such asset IS ready for its Intended use. Other borrowing costs are charged to Profit 8 Loss Account.

10. Translations of Foreign currency items: Translations in foreign currency are recorded at the rate of exchange in force at the date of transactions. Foreign cuirency assets and liabil~ties are stated at the rate of ewchange prevailing at the year end and resultant gains/losses are recognised in the profit and loss account.

11. Miscellaneous expenditure: a) Preliminary expenses, public issue ewpenses and expenses for increasing the Authorised Capital are written off over

a period of five years. b) Deferred Revenue Expenditure is being written off over a period of five years.

NOTES ON ACCOUNTS: 1. Contingent Liabilities not provided for: Rs 8 Lacs (Previous Year Rs 8 Lacs) 2. (a) Company has paid a sum of Rs. 60,00,000/- as advance towards purchase of immovable properties in earlier year.

Company does not have any document other than receipts, The Company has taken appropriate steps to recover the said amount. Hence in the opinion of the management the pmvision for doubtful debts has not been considered necessary.

3. The Company has given an ~nterest free secunty deposit of Rs.25,00,000/- to Mr.Lalit Dangi, a director of the Company in respect of office premises taker; from him on leave 8 licence basis with the stipulation that no compensation would be payable tc h ~ v .

4. The Company had arven an interest free Securlty Deposit of Rs.25,00,M)O/- to Mrs. Vandna Dangi, Director of the Company in respect of the office premises taken from her on leave and license basis with the stipulation that no conpenstion m ; d be payable to her.

5. Balances of S~ndry Debtors. Sundry Creditors, Loans and advances are subject to confirmatlm *exu~at?- and consequential adjus:rnenls. it avy.

6. In the opinion of the Board, current assets, loans & advances have a realisable value in the ordinary wc% z' ~AYSS at least equal to the amount at *fi4ch they are sta!ed, except Doubtful Debts, Loans 8 Advances rnen?oxJ P z.? 2 above.

7. Auditors Remuneretion: Particulars Amount (Rs.)

Auzt Fees 30,000

Tax Au31: 12,000

4,500 Tax Masers

Out of Pock21 (Service Tax) 4.790

Total 51,290

8. The Company has complied revised AS-i5 in respect of provision of Gratuity in the books of accodr; is: L-e :?.%s year as well as for the current year.

9. Additional information pursuant to the provisions of paragraph 3 parl II of Schedule VI to the Cornpan!es b : EE I PARTICULARS I OPENING STOCK I PURCHSES i SALES ! CLOSWG STGCKS I

6. Retirement Benefits: Defined Benefit Plans: The present value of the obligation under such plan, is determ~ned b& o- a? actuarial valuation ()sing the Projected ~ ln i t Credit Method. Acturial gains and losses arising on such valuatior. .re 7 q v u d rnned~ately in the profit 8 Loss Account. In Case of funded defined benefit plans, the fair value of the p i s a s K s IS r- from the gross obligation under the defined benefit plans, to recognize the obligation on net basis. 1 '

SharedSecurities 609- - 1 - H i O ! l O O Prevlous Year 3.07 - - - 1 - I 6040C) 3071 3.07

10. The figures of the previous year have been regrouped / rearranged wherever considered necessary

- VALUE

O N (Rs NOS. 1 in Lacs)

I VALUE O M (Rs NOS. in Lacs)

- -

0 NOS.

VALUE (Rs.

in Lacs)

' VALUE CTu. (Rs. NCS n l a c s )

Page 17: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS
Page 18: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS
Page 19: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS
Page 20: LIBORD FINANCE LIMITED Report for the...300, Shahid Bhagat Sing Road, Fort, Murnbai -400 001. Tel. : 2265 8108 1911 0 Fax : 2266 2520 AUDITOR : AMAR BAFNA & ASSOCIATES CHARTERED ACCOUNTANTS