shriram automall (india) limited · shriram automall (india) limited 123, angappa naicken street,...

SHRIRAM AUTOMALL (INDIA) LIMITED

FIRST ANNUAL REPORT 2009-2010

BOARD OF DIRECTORS

Mr. Raymond Rebello Chairman

Mr. C.V.T Chari Director

Ms. Reena Mehra Director

AUDITORS

M/s G. D. Apte & Co.

Chartered Accountants

REGISTERED OFFICE

123, Angappa Naicken Street,

Chennai-600 001.


123, Angappa Naicken Street, Chennai-600 001.

NOTICE

Notice is hereby given that the First Annual General Meeting of the Members of

Shriram Automall (India) Limited will be held on Friday, June 11, 2010 at 4.00

p.m. at the Registered Office of the Company at 123, Angappa Naicken Street,

Chennai-600 001 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance sheet of the Company as at

March 31, 2010 and the Profit and Loss Account for the period ended on that date,

together with the Reports of Directors and the Auditors thereon.

2. To appoint M/s G. D. Apte & Co., Chartered Accountants, Pune, as Auditors of

the Company to hold office from the conclusion of this Annual General Meeting

until the conclusion of the next Annual General Meeting and to fix their

remuneration.

SPECIAL BUSINESS

3. To consider, and if thought fit, to pass with or without modification(s), the

following resolution as an Ordinary Resolution:

“RESOLVED THAT Mr. Raymond Rebello, Director, who was appointed as the

First Director of the Company by the Articles of Association of the Company, be

and is hereby re-appointed as a Director of the Company liable to retire by

rotation.”



“RESOLVED THAT Mr. C.V.T Chari, Director, who was appointed as the First

Director of the Company by the Articles of Association of the Company, be and is

hereby re-appointed as a Director of the Company liable to retire by rotation.”



“RESOLVED THAT Ms. Reena Mehra, Director, who was appointed as the First

Director of the Company by the Articles of Association of the Company, be and is

hereby re-appointed as a Director of the Company liable to retire by rotation.”

By Order of the Board of Directors

Date: April 23, 2010 Mr. Raymond Rebello

Place: Mumbai Chairman

Registered Office:


Chennai-600 001.

NOTES:

A) A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO

APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF

HIMSELF AND SUCH PROXY NEED NOT BE A MEMBER, THE

PROXIES IN ORDER TO BE VALID MUST BE DULY COMPLETED

STAMPED AND SIGNED AND MUST REACH THE COMPANY’S

REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE THE

COMMENCEMENT OF THE MEETING.

B) Members are requested to:

1) Intimate to the Company immediately, of any change in their address.

2) Members are requested to send all share transfer lodgments (Physical

mode) / correspondence to the Company at its registered office.

3) Write to the Company at least 7 days before the date of meeting, in case

they desire any information as regards the Audited Accounts for the

period ended 31st March 2010, so as to enable the Company to keep the

information ready.

4) Quote Registered Folio Numbers in all the correspondence.

ANNEXURE TO NOTICE

Explanatory Statement under Section 173 (2) of the Companies Act, 1956

ITEM NO. 3

Mr. Raymond Rebello was appointed as the First Director by the Articles of

Association of the Company. In accordance with Section 255 of the Companies

Act, 1956, Mr. Raymond Rebello will retire at the Annual General Meeting and is

eligible for re-appointment. The Company has received requisite notice from a

member under Section 257 of the Companies Act, 1956 proposing the candidature

of Mr. Rebello to the office of the Director. Mr. Rebello is a post graduate in

Business Management (MBA in Personnel Management). He is a HR professional

with 20 years of experience in HR & Administration. He joined Shriram Group in

1994 and worked in various capacities and currently heading HR and

administration department of Shriram Transport Finance Company. Prior to

Shriram, he had worked in various industries such as chemical, foods & financial

services.

None of the Directors, except Mr. Rebello is interested or concerned in the

proposed resolution. The Board of Directors commend passing of the resolution

set out in Item No. 3 of the accompanying Notice.

ITEM NO. 4

Mr. C.V.T Chari was appointed as the First Director by the Articles of Association

of the Company. In accordance with Section 255 of the Companies Act, 1956, Mr.

C.V.T Chari will retire at the Annual General Meeting and is eligible for re-

appointment. The Company has received requisite notice from a member under

Section 257 of the Companies Act, 1956 proposing the candidature of Mr. Chari to

the office of the Director. Mr. C.V.T. Chari holds a bachelor‟s degree in Science

from Madras University in Mathematics with high distinction. He worked with

various service industries like Transport Logistics for TVS Group in

Managerial Cadre. He has worked with a Leading Transport Organisation heading

the IT Department. He has also worked with Courier Service Organisation as Head

of Information Technology (IT) Department with control over 500 Branches

across the country. He has an over all experience of 30 years and is currently

working with Shriram Group in IT Department taking care of IT Infrastructure all

over India.

None of the Directors, except Mr. Chari is interested or concerned in the proposed

resolution. The Board of Directors commend passing of the resolution set out in

Item No. 4 of the accompanying Notice.

ITEM NO. 5

Ms. Reena Mehra was appointed as the First Director by the Articles of

Association of the Company. In accordance with Section 255 of the Companies

Act, 1956, Ms. Reena Mehra will retire at the Annual General Meeting and is

eligible for re-appointment. The Company has received requisite notice from a

member under Section 257 of the Companies Act, 1956 proposing the candidature

of Ms. Reena to the office of the Director. Ms. Reena Mehra holds a bachelor‟s

degree in Commerce from Guru Nanak Dev University, Amritsar and is an

Associate member of the Institute of Company Secretaries of India. She was

associated with a Practicing Company Secretaries firm for 4 years. She has an

overall experience of 7 years in handling secretarial functions of which over 3

years with Shriram Group.

None of the Directors, except Ms. Reena is interested or concerned in the proposed

resolution. The Board of Directors commend passing of the resolution set out in

Item No. 5 of the accompanying Notice.

By Order of the Board of Directors



Registered Office:


Chennai-600 001.


DIRECTORS' REPORT

To

The Members


Your Directors have pleasure in presenting their First Annual Report together with

the Audited Statements of Accounts for the period ended March 31, 2010.

FINANCIAL HIGHLIGHTS:

(Amt. in Rs.)

Particulars 2009-2010

Profit / (Loss) Before Depreciation and Taxation (54,884)

Less: Depreciation -

Profit (Loss) Before Tax (54,884)

Less: Provision for Taxation -

Profit (Loss) After Tax (54,884)

Add: Balance brought forward from previous year -

Balance carried to Balance Sheet (54,884)

DIVIDEND:

As Your Company has not commenced its business and has not earned any

distributable income, Your Directors regret their inability to recommend any

dividend.

OPERATIONS:

The Operations of the Company are yet to commence. The Company has made a

net loss of Rs. 54,884 for the period ended on 31st March, 2010.

Your Company intends to develop pre-owned commercial vehicle hubs across

India called “Automalls” designed to provide a trading platform for the sale of pre-

owned commercial vehicles, showrooms for branded new and refurbished pre-

owned commercial vehicles, as well as commercial vehicles repossessed by

financing companies. Your Company intends to provide electronic advertising and

trading infrastructure in these “Automalls”, and to utilize this platform for

marketing of various financial products. Through these „Automalls‟, it is intended

to set up a one-stop shop catering to the various needs of commercial vehicle

owners, including through the provision of workshop facilities and to provide

electronic advertising and trading infrastructure in these „Automalls‟, such as

touch-screen kiosks, through which customers will be able to access real-time

information on pre-owned vehicles available for sale.

CAPITAL STRUCTURE:

Your Company has an authorized, issued, subscribed and paid-up capital of Rs.

5,00,000/- divided into 50,000 equity shares of Rs. 10/- each fully paid-up.

DIRECTORS:

Mr. C.V.T Chari, Mr. Raymond Rebello and Ms. Reena Mehra having been

appointed as the First Directors shall retire at the First Annual General Meeting

and being eligible, they offer themselves for reappointment.

AUDITORS:

M/s G. D. Apte & Co., Chartered Accountants, Pune, Statutory Auditors of the

Company, holds office until the conclusion of the ensuing Annual General

Meeting. The Company has received a letter from M/s G. D. Apte & Co.,

Chartered Accountants, to the effect that their reappointment, if made, would be

within the prescribed limits under section 224 (1B) of the Companies Act, 1956.

The Board recommends their reappointment.

PERSONNEL:

There were no employees during the period under report drawing remuneration

which falls within the purview of the provisions of section 217(2A) of the

Companies Act 1956.

CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT,

TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND

OUTGO:

Pursuant to the requirement under Section 217(1) (e) of the Companies Act, 1956,

read with Companies (Disclosure of Particulars in the Report of the Board of

Directors) Rules, 1988:

a. The Company has no activity involving conservation of energy or

technology absorption.

b. The Company does not have any Foreign Exchange Earnings.

c. Outgo under Foreign Exchange – NIL

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the provisions of the Companies Act, 1956, the Directors confirm that,

to the best of their knowledge and belief:

a) In the preparation of the Annual Accounts, the applicable Accounting

Standards have been followed along with proper explanation relating to

material departures;

b) That such accounting policies as mentioned in Schedule 5.1 of the

Accounts have been selected and applied consistently, and judgments and

estimates have been made that are reasonable and prudent so as to give a

true and fair view of the state of affairs of the Company as at March 31,

2010 and of the profit of the Company for the period ended on that date;

c) That proper and sufficient care has been taken for the maintenance of

adequate accounting records in accordance with the provisions of the

Companies Act, 1956, for safeguarding the assets of the Company and for

preventing and detecting fraud and other irregularities;

d) The Annual Accounts have been prepared on a going concern basis.

ACKNOWLEDGEMENT:

The Board of Directors expresses their deep gratitude for the co-operation and

support extended to your Company by its Bankers, Members and various

Government agencies.

For and on behalf of Board,

For SHRIRAM AUTOMALL (INDIA) LIMITED



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