21st annual report 2012-13 dot com global limited · hyderabad - 500038 ... i.e. electric/telephone...
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21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
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BOARD OF DIRECTORS I. V. S. N Raju : Managing Director Somasekhar Reddy C N. : Director (Appointed w.e.f 22.02.2013) Srivenkata Ramana Tammisetti : Director Obulreddy Puppala : Director Mallikarjuna Reddy C N : Director Santosh Reddy Kattamidi : Director Bipin Jhaveri : Director Suneetha Indukuri : Director (Resigned w.e.f. 22.02.2013) REGISTERED OFFICE: ANNUAL GENERAL MEETING The Avenue, #604/605, 6th Floor, Day : Saturday Opp. Hotel Leela, Sahar Road, Date : Sept.28, 2013 Andheri (East) , Time : 11.00 a.m. Mumbai-400 099 Email: [email protected] AUDITORS L N P & Co Chartered Accountants 7-1-636/23, 2nd Floor, Sri Ganesh Nilayam, Model Colony, Near ESI Hospital, S R Nagar Hyderabad - 500038 BANKERS BOOK CLOSURE Bank of India, 24.09.2013 to 28.09.2013 Film Nagar Branch (Both days Inclusive) Hyderabad REGISTRAR AND TRANSFER AGENT
Purva Share Reg. India Pvt. Ltd. 9 – Shiv Shakti Ind. Estate, J.R. Boricha Marg, Opp Kasturba Hospital, Lower Parel (E), Mumbai – 400011.
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
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NOTICE NOTICE is hereby given that the 21st Annual General Meeting of the members of Dot Com Global Ltd. will be held at its Registered Office of the Company at The Avenue, #604/605, 6th Floor, Opp. Hotel Leela, Sahar Road, Andheri (East) Mumbai-400099, on Saturday 28th September 2013 at 11.00 a.m. to transact the following business:- ORDINARY BUSINESS
1. To receive, consider and adopt the audited Balance Sheet as at 31st March, 2013 and the P&L a/c. for the year ended on that date together with the Reports of Auditor’s and Director’s thereon.
2. To appoint a Director in place of Mr. Sri venkata Ramana Tammisetti, who retires by
rotation and being eligible, offers for re-appointment.
3. To appoint a Director in place of Mr. P. Obul Reddy, who retires by rotation and being eligible, offers for re-appointment.
4. To Re-appoint M/s. L N P & Co, Chartered Accountants, Hyderabad, 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 of the Company and authorize the Board of Directors to fix their remuneration.
SPECIAL BUSINESS
5. To consider and if thought fit, to pass, with or without modification(s) the following resolution as a Ordinary Resolution: “RESOLVED THAT Mr. Somasekhara Reddy Nallappareddy Chittor who was appointed as an Additional Director of the Company by the Board of Directors, in terms of Section 260 of the Companies Act, 1956 w.e.f. February 22, 2013 and in respect of whom the Comapmny has received a notice pursuant to the provisions of Section 257 of the Companies Act, 1956 proposing his candidature to the office of Director of the Company, be and is hereby appointed as Director of the Company liable to retire by rotation.”
Place: Mumbai By order of the Board Date: 31-08-2013 for Dot Com Global Ltd.
SD/-
(C N Mallikarjuna Reddy) Chairman
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 the proxy need not be a member.
2. The Proxy form should be deposited at the registered office of the Company not less than forty-eight hours before the meeting.
3. Share Holders are requested to intimate change in their address, if any, immediately.
4. The Register of Members and Share Transfer Book of the Company will remain closed from 24-09-2013 to 28-09-2013 (both days inclusive).
5. Members holding shares in physical form are requested to notify immediately any change in their address along with address proof, i.e. Electric/Telephone Bill, Driving License or a copy of passport and Bank particulars to the company or its Registrar & Share Transfer Agent and in case their shares are held in dematerialized form, this information should be passed on directly to their respective Depository Participants and not to the company/RTA without delay.
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6. Members, who hold shares in de-materialized form, are requested to bring their Client ID and DP IDs for easier identification of attendance at the meeting.
7. It shall be mandatory for the transferee(s) to furnish copy of PAN Card to the Company/RTAs for registration of transfer of shares for securities market transactions and off market/private transaction involving transfer of shares in physical form of listed companies.
8. As part of Green Initiative in Corporate Governance the Ministry of Corporate Affairs (MCA), Government of India vide its Circular has allowed paperless compliances by Companies inter-alia stating that if the Company sends official documents to their shareholders electronically, it will be in compliance with the provisions of the Companies Act, 1956, Keeping in view shareholders are requested to update their E-Mail ID with their DP.
Explanatory statement pursuant to section 173 (2) of the Companies Act 1956 Item No.5 Mr. Somasekharareddy Nallappareddy Chittor was appointed by the Board of Director of the Company as an Additional Director with effect from February 22, 2013 and he hold office upto the date of ensuing Annual General Meeting, pursuant to the provisions of section 260 of the companies Act, 1956 read with Article 118 of Article of Association of the Company, he holds office of Director only up to the date of ensuing Annual General Meeting. In terms of Section 257 of the Companies Act, 1956, the Company has received a notice in writing from a member proposing the candidature of Mr. Somasekhara Reddy Nallappareddy Chittor for the office of Director of the Company. Your Directors recommend the resolution for your approval. None of the Directors of the Company, except Mr. Somasekhara Reddy Nallappareddy Chittor is, in any way, concerned or interested in the said resolution.
None of the Directors is interested or concerned in this Resolution.
Place: Mumbai By order of the Board Date: 31-08-2013 for Dot Com Global Ltd.
SD/- (C N Mallikarjuna Reddy) Chairman
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Directors Report To, The Members, Dot Com Global Limited Your Directors have pleasure in presenting before you the 21st ANNUAL REPORT of the Company together with the Audited Statement of Accounts for the year ended 31st March, 2013. (Amounts in Lakhs)
FINANCIAL RESULTS 2012-2013 2011-2012 Revenue from Operation 36.73 35.25 Employee Benefit Expenses 32.56 11.13 Depreciation and Amortization Expenses
0.22 0.29
Other Expenses 484.82 23.84 Profit (Loss) Before Tax (480.88) (0.02) Provision for Taxation - - Profit (Loss) After Tax (480.88) (0.02)
OPERATIONAL HIGHLIGHTS During the year under review, company has posted a turnover of Rs.36.73 Lacs as against previous year turnover of Rs.35.25 Lacs registering about 4.20% growth. Company has made significant efforts in creation of market and name for its quality it services and Software activity. Further to report that Company is taken serious initiatives for development of business and make dent in market share through good marketing strategies. Your directors are therefore confident of coming out with significant growth in the future years and thereby wiping out losses incurred in the previous years and posting a decent growth. The Company faces huge loss on sale of its investments of Rs.39 lacs this year. Apart from it there are also write-off of Advances and Sundry Debtors of Rs. 195.31 Lacs and Rs.237.58 Lacs respectively. The loss of the Company therefore increased contrary to the promised made by the management last year. DIVIDEND Your directors do not recommend any Dividend for the year ended on 31st March 2013 due to expansion and growth plans. PUBLIC DEPOSITS During the period under review the Company did not accept deposits in terms of Section 58A of the Companies Act, 1956 and pursuant to the provision of the Non-Banking Financial Companies (Reserve Bank) Direction 1997. DIRECTORS
• Mr. Somasekharareddy Nallappareddy Chittor has been appointed as Additional Directors of the Company on February 22, 2013. As per the provisions of Section 260 of the Act, he shall hold office only up to the date of the forthcoming Annual General Meeting (AGM) of the Company and is eligible for appointment as Directors. The Company has received notice under Section 257 of the Act, in respect of the above person, proposing his appointment as a Director of the Company. Resolutions seeking approval of the members for the appointment of Mr. Somasekhara Reddy Nallappareddy Chittor as Director of the Company have been incorporated in the Notice of the forthcoming AGM along with brief details about them.
• Mr. Srivenkata Ramana Tammisetti and Mr. P. Obul Reddy, Directors, retire by rotation and being eligible have offered themselves for re-appointment.
• Ms. Suneetha Indukuri has resigned from the office of Director of the Company with effect from February 22, 2013.
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AUDITORS M/s L N P & Co Chartered Accountants, Hyderabad, who are the statutory auditors of the Company, hold office, in accordance with the provision of the Act upto the conclusion of the forthcoming AGM and are eligible for re-appointment. The Company has received letter from them to the effect that their appointment if made would be within the prescribed limits under Section 224 (1B) of the Companies Act, 1956. SUBSIDIARY COMPANIES The Company does not have any group companies and Subsidiary companies. CHANGE IN REGISTERED OFFICE: During the year the Registered office of the company is shifted from Nawab House, 2nd Floor, 63, Maharshi Karve Road, Mumbai, Maharashtra-400002 to The Avenue, #604/605, 6th Floor, Opposite Hotel Leela, Sahar Road, Andheri (East), Mumbai – 400099 with effect from 18th January 2013. LISTING The Equity Shares of the Company are listed on the Bombay Stock Exchange (BSE) where the trading of the securities is currently suspended w.e.f 01.10.2002. PARTICULARS OF EMPLOYEES There was no employee in the Company whose particulars are required to be furnished as per section 217 (2A) of the Companies Act, 1956, read with Companies (Particulars of Employees) Rules, 1975 as amended upto date. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING/OUTGO The operations of the company are not energy-intensive. However adequate measures have been taken to reduce energy consumption by using energy efficient computers and equipments with the latest technologies. Your company constantly evaluates new technologies and invests in them to make its infrastructure more energy-efficient. Currently your company use During the year under review the Company has no foreign exchange earnings and outgo. DIRECTORS’ RESPONSIBILITY STATEMENT Your Directors hereby report that:
a) in the preparation of annual accounts, the applicable accounting standards have been followed;
b) appropriate accounting policies have been selected and applied consistently and judgments and estimates made that are responsible and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year ended 31st March 2013;
c) 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) annual accounts have been prepared on a going concern basis.
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CORPORATE GOVERNANCE AND COMPLIANCE A report on corporate governance along with Management Discussion and Analysis is annexed to this report as Annexure A certificate from Statutory Auditors with regards to the compliance of the corporate governance, as stipulated in Clause 49 of the Listing Agreement, by the company is annexed to this report. The company has fully complied with all mandatory requirements prescribed under Clause 49 of the listing agreement. In addition, the company has also implemented some of the non-mandatory provisions of Clause 49. ACKNOWLEDGEMENT The Board of Directors takes the opportunity to thank the Bankers and Government for the Co-operations and support by them from time to time in the operation of the company during the year. The Board also places on record its deep appreciation for the contribution made by the employees at all levels.
Place :Mumbai By order of the Board Date : 31-08-2013 For Dot Com Global Limited SD/-
(Mallikarjuna Reddy C N) Chairman
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ANNEXURE –A TO THE DIRECTOR’S REPORT FOR THE YEAR ENDED 31ST MARCH, 2013. REPORT ON CORPORATE GOVERNANCE 1. COMPANY’S PHILOSOPHY The Company’s philosophy on Corporate Governance is aimed at achieving transparency in the management of the Company for efficient conduct of its business. The Company follows the policy of full disclosure and communication. It has a lean and flat corporate structure in consonance with its activity and to encourage and attain participation of each level of management. To enhance shareholders value through sound business decisions, prudent financial management, creating corporate goodwill and sound image building. 2. BOARD OF DIRECTORS The Board of Directors of the Company consists of Seven Directors including the Non- Executive Chairman. Out of 7, 4 directors are non-executive directors and 3 are executive directors. All four Non-executive directors are Independent. The Company does not have any pecuniary relation or transaction with Non-Executive Independent Directors during the year under review. Appointment/Reappointment of Directors Mr. Srivenkata Ramana Tammisetti and Mr. P. Obul Reddy, Directors of the company retire by rotation at this Annual General Meeting and being eligible, offers themselves for re-appointment. Mr. Somasekhar reddy C N is appointed as an Additional Director of the company upto the date of ensuing Annual General Meeting shall be appointed as director in the coming AGM. The brief resume and other details of directors seeking appointment are given below. Mr. Sri Venkataramana Tammisetti, aged about 50 years, is a veritable treasure of knowledge and experience that he has accumulated during his career spanning over 25 years. He has held key positions in General Management & HR and Business Development. Mr. Obul Reddy Puppala, aged about 54 years, a Company Secretary with 25 years of vast experience in Financial Planning, Corporate Structuring, Mergers & Acquisitions, Equity and debt Placements, Corporate Finance, Project Finance, Budgeting and Control and other high end financial matters. In his career as a financial head, he held several key positions in various Corporates such as General Manager (Finance) & Company Secretary, Vice-President, President, Director (Finance), Managing Director etc. Mr. Somasekhar Reddy C N, aged about 49 years, heads the business development, product research and project execution teams. In his 25 years of experience in Project Management, Service Delivery, Product Quality Assurance, Processes, Technical Support and Product/solution testing. Board procedure
A detailed Agenda folder was sent to each Director in advance (generally before 7 to 10 days) of Board and committee meetings. To enable the Board to discharge its responsibilities effectively, the Managing Director briefed the Board at every meeting on the financial performance of the Company up to last completed month as against the budget/revised budget of the year. Presentations are made by the Managing Director about the financial, operational performance and market scenario. The Board also reviewed:
• Strategy and business plans • Annual operating and capital expenditure budgets • Investment plans of the company • Compliance with statutory/regulatory requirements and review of major legal issues. • Adoption of quarterly / half yearly / annual results (after recommendation of Audit
Committee where required). • Significant labour problems • Major accounting provisions and write-offs. • Details of joint venture or Collaboration Agreement
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Composition, Category of Directors and their other directorship and Membership/Chairmanship of Committees
During the year 7 Board Meetings were held on 10-05-2012, 13-08-2012, 05-11-2012, 18-01-2013, 12-02-2013, 22-02-2013 and 25-03-2013. The Board was present with the relevant and necessary information. None of the Director is a member of more than 10 committees or acting as Chairman of more than 5 committees across all companies in which he is a director. The attendance at the Board Meeting during the year and at the last Annual General Meeting was as follows:
S.NO NAME OF DIRECTORS NO. OF BOARD MEETING ATTENDED
ATTENDENCE AT THE AGM HELD ON 29-09-2012
1 I.V.S.N.RAJU 6 YES
2 OBULREDDY PUPPALA 6 YES 3 SOMASEKHAR REDDY C N 1 NO 4 SRIVENKATA RAMANA
TAMMISETTI 5 YES
5 MALLIKARJUNA REDDY C N 7 YES 6 SANTOSH REDDY KATTAMIDI 7 YES
7 SUNEETA INDUKURI 5 YES
8 BIPIN JHAVERI 4 NO
3. AUDIT COMMITTEE
The audit committee consists of 3 Directors. All members of Audit Committee are financially
literate and 2 Directors out of 3 has financial management expertise as required for member of Audit Committee as stipulated in Clause 49 of the Listing Agreement. The Details of Audit Committee meetings held during the year April 2012 to March 2013 and the attendance of the Audit Committee Members are as under:
Sr. No Name of the Director Category
Number of other
Director-ships
Committee Memberships
Committee Chairman- ships
1 I.V.S.N.RAJU ED 2 - -
2 SOMASEKHAR REDDY C N NED(I) 5
3 SRIVEMKATA RAMANA TAMMISETTI ED 3 - -
4 OBULREDDY PUPPALA ED 11 1 1
5 SANTOSH REDDY KATTAMIDI
NED(I) 4 -
-
6 MALLIKARJUNA REDDY C N NED(I) 2 1
7 BIPIN JHAVERI NED(I) - - -
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S.NO DIRECTOR NAME CATEGORY NO OF MEETINGS
HELD
NO OF MEETINGS ATTENDED
1 SANTOSH REDDY K INDEPENDENT DIRECTOR & CHAIRMAN
5 5
2 MALLIKARJUNA REDDY C N
INDEPENDENT DIRECTOR
5 4
3 I.V.S.N. RAJU MANAGING DIRECTOR
5 5
Terms of Reference:-
The terms of reference for the audit committee as laid down by the Board include the following:-
(i) Overseeing the Company’s financial reporting process and the disclosure of its financial
information to ensure that the financial statements are correct, sufficient and credible. (ii) Recommending the appointment and removal of statutory auditor, fixation of audit fee and
also approval for payment for any other services. (iii) Reviewing with management, the quarterly, half yearly and annual financial statements
before submission to the Board, focusing primarily on any changes in accounting policies and practices; major accounting entries based on exercise of judgment by management; qualifications in draft audit report; significant adjustments arising out of audit; the going concern assumption; compliance with accounting standards; compliance with stock exchange and legal requirements’ concerning financial statements; any related party transaction i.e. transactions of the Company of material nature, with promoters or the management, their subsidiaries or relatives, etc. that may have potential conflict with the interests of Company at large.
(iv) Reviewing with the management, statutory and internal auditors, the adequacy of internal control system and ensuring compliance therewith.
(v) Discussions with statutory auditors before the commencement of the audit about the nature and scope of audit as well as have post-audit discussion to ascertain any areas of concern.
(vi) Reviewing the Company’s financial and risk management policies. (vii) To review the functioning of the Whistle Blower Policy adopted by the Company. (viii) To review report on Management Discussion & Analysis of Financial Condition and Results
of operation, to be included in the Company’s Annual Report to its Shareholders.
4. REMUNERATION COMMITTEE
This is a non-mandatory requirement. The company has constituted a Remuneration Committee to decide and fix payment of remuneration and sitting fees to the Directors of the Company. The Remuneration Committee consists of Mallikarjuna Reddy C N, Independent Director, Mr. Santosh Reddy Kattamidi, Director and Chairman of the Commitetee and Mr. I.V.S.N. Raju,, Managing Director. Two meeting of the committee held during the year under review.
5. SHARE HOLDER’S GRIEVANCE AND SHARE TRANSFER COMMITTEE
COMPOSITION:- The said committee comprises of Santosh Reddy Kattamidi, Director & Chairman of the said committee, Mallikarjuna Reddy K, Director and I.V.S.N.Raju, Managing Director. There are 4 meetings during the year.
The Committee has delegated the authority to an officer of the Company who attends to share transfer formalities at least once in a fortnight.
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Terms of reference:-
To look into the redressal of the share holders complaints in respect of any matter including transfer of shares non receipt of annual report, non receipt of declared dividend etc.
Summary of Investors’ Complaints:-
During the year no complaints were received from the shareholders.
Annual General Meeting:- The Annual General Meeting (AGMs) of the company has been held at the following places in the last three years. YEAR DATE TIME VENUE
2009 - 10 30-09-2010 11.00 A.M REGD. OFFICE – Nawab House, 2nd
Floor, 63, Maharshi Karve Road, Mumbai-400002
2010 – 11 30-09-2011 11.00 A.M REGD. OFFICE – Nawab House, 2nd Floor, 63, Maharshi Karve Road, Mumbai-400002
2011 - 12 29-09-2012 11.00 A.M REGD. OFFICE – Nawab House, 2nd Floor, 63, Maharshi Karve Road, Mumbai-400002
No special resolution passed through postal ballot during the year.
No special resolution on matters requiring postal ballot are placed for share holder’s approval at this meeting.
6. DISCLOSURES REGARDING RELATED PARTY TRANSACTIONS:-
There were no transactions by the company of material significance with related parties i.e. its Promoters, Directors of Companies or the Management or their relatives during the year which may have potential conflict with interest of the Company at large.
7 . MEANS OF COMMUNICATION:
(i) The periodical unaudited / audited financial results are published in Free Press Journal (English) and Sakal (Marathi) as required under the Listing Agreement. All financial and other vital information is promptly communicated to the stock exchanges on which company’s shares are listed.
(ii) The Management Discussion and Analysis report prepared by the management and forming
part of the Annual Report is separately attached.
8. GENERAL INFORMATION FOR SHAREHOLDERS:
(a) Regd. Office: - The Registered Office has been changed which has been given above.
(b) Date, Time, and Venue of Annual General Meeting:- 28th September, 2013 at 11.00 AM at the Regd. Office.
(c) Financial Reporting for the period ending:- QUARTER JUNE 30 : 14TH AUGUST QUARTER ENDED SEPT 30 : 14TH NOVEMBER QUARTER ENDED DEC 31 : 14TH FEBRUARY YEAR ENDED MARCH 31 : 31ST MAY
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(d) Date of Book Closure:
24.09.2013 to 28.09.2013 (both days inclusive) (e) Listing Details: Company’s shares are listed on Bombay stock exchange and the scrip code is 530391
(f) Market price data:
The trading of the equity shares of the company is suspended on October 1, 2002 and continues to be suspended during the financial year.
(g) Shareholding Pattern as on March 31st, 2013
Particulars Catagory Number of Shares Held
% of Total Shareholding
A Shareholding of Promoter and promoter group
Promoters & Persons acting in Concert
1875800 35.08
Sub- Total A 1875800 35.08 B Public Shareholding 1. Institutions Nil Nil 2. Non- Institution
a) Body Corporate 545701 10.21 b) Indian Public 2589465 48.43 c) Hindu Unduvided family 323734 6.05 d) Any others
i) NRI’s 12400 0.23 ii) Clearing Members Nil Nil Sub- Total B 3471300 64.92 Grand Total (A+B) 5347100 100.00
(g) Registrar And Transfer Agent:
The name & address of the registrar & share transfer agent has been given on the first page of the Annual Report.
(h) Share Transfer System: The Company has a Share holders/ Investors grievance Committee who looks after share transfer job by meeting at regular intervals depending upon the receipt of the shares for transfer.
(i) Investor Services:
The Company has not received any complaints from the shareholders/investors during the year.
(j) Dematerialisation of Shares and Liquidity :
The Company has appointed registrar & share transfer agent for electronic connectivity whose name & address has been given on the first page of Annual Report. The Company has also entered into MOU with CDSL & NSDL for electronic connectivity.
DISPOSAL OF INVESTOR GRIEVANCES The average time required by the Company for the redressal of routine investor grievances is estimated to be seven working days from the date of receipt of the complaint. In case of non-receipt routine complaints and where external agencies are involved. The Company will strive to redress these complaints as expeditiously as possible.
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CERTIFICATION WITH RESPECT TO FINANCIAL STATEMENTS The Managing director of the Company has furnished a certificate to the Board of Directors of the Company with respect to accuracy of financial statements and adequacy of internal controls and compliance of Clause 49 as required under Clause 49 of the listing agreement. CODE OF CONDUCT The Company’s Board of Directors has adopted the code of conduct which governs the conduct of all directors /employees. All Directors and senior management personnel have affirmed compliance with respective codes for the year ended on 31st March 2013. IMPLEMENTATION OF NON-MANDATORY CORPORATE GOVERNANCE REQUIREMENTS The company has implemented the following non-mandatory requirements as stated in clause 49 of the listing agreement with respect to Corporate Governance:- (i) Remuneration Committee: - Already details have been given earlier. (ii) Whistler Blower policy: - Under this policy employees of the Company can report to the
management about unethical behavior, actual or suspected fraud or violation of code of conduct or ethics policy. It is the company’s policy to insure that the Whistler Blower are not victimized or denied direct access to the chairman of the Audit Committee. The existence of said policy mechanism has been communicated to all employees.
MANAGEMENT DISCUSSION AND ANALYSIS
Company is mainly operating into the business of developing software and IT services Company. The key issues of the Management Discussion and Analysis are given below.
(a) Industry Structure and Developments Over the past years the role of IT is evolved from a supporting function strategic necessity into business. As it assumes the central role of to respond to the changing market trends, drive productivity across the value chain and increase competitiveness IT decision will increasingly be looked upon as a means to achieve business objectives. However based on the current economic uncertainity, IT budgets are expected to be carefully scrutinized and customers are seeking ways to reduce costs and/or supplement their IT staff, which may result in opportunities in outsourcing. (b) Strength Highly qualified professionals under an efficient Board of directors gives the company an edge over the competitors and a team of executives is the major strength of the Company. Company is known from its reputation which the company has earned due to its quality business and cordial relation with its clients and presently the company is trying to expand its business into other trans-european nations. (c) Comment on Current year’s performance
Receipts : The current financial year turnover is Rs. 36.73 Lakhs Operating Expenses : The operating Expenses are not under control. The operating
expenses are rise by Rs.482.34 Lacs during the year 2012-2013 as compared to the previous year 2011-2012 when it was Rs.35.27 Lacs only.
Operating Profits : Earned Operating loss of Rs. (480.88) Lacs for the current year.
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Indirect Expenses : The Indirect Expenses are under control. Depreciation : Rs.3.17 Lacs is provided as depreciation. Profit before tax : company incurred net loss during the year. Taxation : Rs.0.00 Lacs is Provided for taxation. Debtor/Sales : Debtors are reasonable and realization period has decreased due to the policy of the Company.
d) Opportunities and Threats We operate in a market characterized by swift changes and convergence. We face formidable competition in every aspect of our business; particularly from companies that seek to connect people across geographies over IP based communication and collaboration on multiple platforms. We do face competition from other providers, including start-ups as well as developed companies that are enhancing or developing mobile applications and technologies. Your company however, has a well-integrated platform that will ensure we stay ahead of the curve. We are augmenting features and products to our existing products and own the complete value chain of products and services we address. (e) Segment wise performance The business of the Company falls under a single segment i.e. Software Development and IT Services for the purpose of Accounting Standard AS-17. (f) Outlook The Company is making all efforts to accelerate growth of its business. It expects to improve its position in the market by focusing on technologically advanced and more profitable products/market segments and working aggressively in the areas of productivity, efficiency and cost reductions. (g) Risk and concerns Investment in equity and equity-related securities involve a degree of risk. Investors should not invest in the equity shares of Dot Com Global Limited unless they can afford to take the risk of losing their investment. Investors are advised to read the risk factors carefully before taking an investment decision. Investors must rely on their own examination of the Company including the risks involved. However the company is aggressively using well talented employees and personal to establish new business areas and to develop existing market.
(h) Internal control system Internal audit and other controls have been found to be adequate. These are reviewed periodically by the Audit Committee and found the performance satisfactory.
MANDATORY REQUIREMENTS a) Chairman of the Board
The Company’s Managing Director shall act as the Chairman for all the Board Meetings b) Shareholder Rights
As the Company’s financial results are published in major newspapers (including regional language newspaper) having wide circulation and the same are posted on the Company’s website. It is not considered necessary at this stage to send the same to the shareholders.
c) Postal Ballot The provisions regarding postal Ballot have been introduced recently by the Companies (Amendment) Act, 2000 and hence, the company had no occasion to make use of the same
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CERTIFICATE ON CORPORATE GOVERNANCE To The Board of Directors, Dot Com Global Limited We have reviewed the records concerning the Company’s compliance of conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement entered into, by the Company, with the Stock Exchanges of India, for the F.Y ended on 31st March 2013. The compliance of Corporate Governance is the responsibility of the management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statement of the Company. We have conducted our review on the basis of the relevant records and documents maintained by the Company and furnished to us for the review, and the information and explanations given to us by the Company. Based on such a review to the best of our information and according to the explanations given to us, in our opinion, the company has complied with the conditions of Corporate Governance, as stipulated in Clause 49 of the said listing agreement. On the basis of certificate issued by the company and the Minutes of meetings of the Shareholders/ Investors Grievance Committee of the Company, we state that, there were no investor grievances pending against the Company for a period exceeding one month. We further state that, such compliance is neither an assurance as to the future viability of the Company, nor as to the efficiency of effectiveness with which the management has conducted the affairs of the Company.
Ch. Veeranjaneyulu & Associates
Company Secretary Sd/- Ch. Veeranjaneyulu CP No. 6392, FCS No. 6121 Place: Hyderabad Date: 31st August 2013
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DECLARATION UNDER CLAUSE 49(I)(D) OF THE LISTING AGREEMENT FOR COMPLIANCE WITH THE CODE OF CONDUCT As per the requirements of clause 49 of the listing agreement with the stock exchanges, the company has laid down a code of conduct for its Board of directors and senior management. I, I V S N Raju, Managing Director of the company confirm the compliance of this code of conduct by myself and other members of the Board of directors and senior management personnel as affirmed by them individually. Place: Mumbai For Dot Com Global Limited Date: 31-08-2013 Sd/- (I V S N Raju) Managing Director
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CHIEF EXECUTIVE OFFICER CERTIFICATION In relation to the Audited Financial Accounts of the Company as at 31st March, 2013, we hereby certify that a. We have reviewed financial statements and the cash flow statement for the year and that to the best
of our knowledge and belief:
i. these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
ii. these statements present a true and fair view of the company’s affairs and are in compliance
with existing accounting standards, applicable laws and regulations.
b. There are, to the best of our knowledge and belief, no transactions entered into by the company during the year which are fraudulent, illegal or volatile of the company’s code of conduct.
c. We accept responsibility for establishing and maintaining internal controls for financial reporting and
that we have evaluated the effectiveness of internal control systems of the company pertaining to financial reporting and have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of w130hich are aware and the steps have taken or propose to take to rectify these deficiencies.
d. We have indicated to the auditors and the Audit committee
i. significant changes in internal control over financial reporting during the year; ii. significant changes in accounting policies during the year and that the same have been
disclosed in the notes to the financial statements; and
iii. instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the company’s internal control system over financial reporting
For Dot Com Global Limited Sd/-
Place: Hyderabad I V S N Raju Date: 31.08.2013 Managing Director
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
18
REPORT OF THE AUDITORS TO THE MEMBERS OF DOTCOM GLOBAL LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH, 2013.
1. We have audited the attached Balance Sheet of the DOTCOM GLOBAL LIMITED as on 31st March
2013 and the related Statement Of Profit and Loss of the for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, and on the basis of such checks as considered appropriate and according to the information and explanations given to us during the course of the audit, we enclose in the Annexure hereto a statement on the matters specified in Paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in above paragraph, we report that: a) We have obtained all the information and explanations, which to the best of our knowledge and
belief were necessary for the purposes of our audit; b) In our opinion, proper books of account as required by law have been kept by the Company so
far as appears from our examination of those Books; c) The Balance Sheet, Cash Flow Statement and the Statement of Profit and Loss dealt with by the
report are in agreement with the books of account; d) In our opinion, the Balance Sheet, Cash Flow Statement and the Statement of Profit and Loss
comply with mandatory Accounting Standards referred to in Section 211 (3C) of the Companies Act, 1956,
e) On The basis of Written representation received from the directors of the company, and taken on record by the Board of Director’s we report that the none of the directors is disqualified as at 31st March, 2013 from being appointed as a director in terms of clause (g) of sub –Section (1) of section 274 of the Companies Act, 1956;
f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with Statement of Accounting Policies and the Notes to Accounts in Schedule, give the information required by the Companies Act, 1956 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 on 31st March
2013; b. In the case of the Statement Of Profit and Loss, of the Loss for the period ended on that
date, c. In case of the Cash Flow Statement, of the Company as on 31st March 2013;
For L N P & Co,
Chatered Accountants F.R.N:008919S
Sd/-
A.PRABHAKARA RAO Partner
M.No:207386 Place: Hyderabad Date: 15-04-2013
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
19
Statement referred to in paragraph 3 of the Auditors' Report of even date to the Statutory Auditors of DOTCOM GLOBAL LIMITED on the accounts for the year ended 31st March 2013. On the basis of such checks as considered appropriate and in terms of the information and explanations given to us, we state as under: (i) In respect of fixed assets:
a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets;
b) The Company has a regular programme of physical verification of its fixed assets by which fixed
assets are verified in a phased manner. In accordance with this programme, fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of physical verification is reasonable having regard to the size of the Company and the nature of its assets;
c) During the year, there was no sale of fixed assets.
(ii) In respect of inventories:
The Company primarily is in rendering services. According to information and explanation given to us, the company did not hold any inventories at the end of the financial year 2013.
(iii) In respect of loans granted and taken by company:
The Company has not granted any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Act. Accordingly, paragraphs 4 (iii) (a) to 4 (iii) (d) of the Order are not applicable;
The Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Act. Accordingly, paragraphs 4 (iii) (e) to 4 (iii) (g) of the Order are not applicable
(iv) In respect of internal control systems: In our opinion and according to the information and explanations given to us, there are adequate
internal control procedures commensurate with size of the Company and the nature of its business with regard to purchases of fixed assets and with regard to rendering of services. We have not observed any major weakness in the internal control system during the course of the audit.
(v) In respect of transactions with related parties as per Register of Contract u/s 301:
a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section;
b) In our opinion, and according to the information and explanations given to us, the transactions
made in pursuance of contracts and arrangements referred to in (v) (a) above and exceeding the value of Rs. 5 lakh with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.
(vi) In respect of deposits from the public:
The Company has not accepted any deposits from the public. Accordingly, paragraph 4(vi) of the Order is not applicable.
(vii) In respect of internal audit system:
In our opinion, and according to the information and explanations given to us, the Company maintains an internal audit system commensurate to the size of the organization and nature of the business.
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
20
(viii) In respect of cost records:
According to the records produced and information given to us, the cost records and accounts are not prescribed by the Central Government u/s 209(1)(d) of the Companies Act, 1956 and hence 4(viii) is not applicable
(ix) In respect of statutory dues:
a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted / accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Income tax, Service tax and other material statutory dues have generally been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of Sales tax, Wealth tax, Employees State Insurance, Investor Education, Protection Fund, Customs duty and Excise duty. There were no dues on account of Cess under Section 441A of the Companies Act, 1956 since the aforesaid section has not yet been made effective by the Central Government of India. According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Income tax, Service tax and other material statutory dues were in arrears as at 31 March 2013 for a period of more than six months from the date they became payable;
b) According to the information and explanations given to us, there are no material dues of Income tax, Service tax and Cess which have not been deposited with the appropriate authorities on account of any dispute.
(x) In respect of cash losses:
The Company has accumulated losses at the end of the financial year and has incurred cash losses in the financial year covered under Audit.
(xi) In respect of dues to financial institutions, banks and debenture holders:
In our opinion and according to the information and explanation given to us, the Company has not defaulted in repayment of dues to any financial institution and Banks.
(xii) In respect of secured loans and advances granted:
The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Accordingly, paragraph 4 (xii) of the Order is not applicable.
(xiii) In respect of chit fund, nidhi or mutual benefit company: In our opinion and according to the information and explanations given to us, the Company is not a chit fund / nidhi / mutual benefit fund / society. Accordingly, paragraph 4 (xiii) of the Order is not applicable.
(xiv) In respect of investment company:
According to the information and explanations given to us, the Company is not dealing or trading in shares, securities, debentures and other investments. Accordingly paragraph 4 (xiv) of the Order is not applicable.
(xv) In respect of guarantees given by company: According to the information and explanations given to us, the Company has not given any
guarantee for loans taken by others from banks or financial institutions. Accordingly paragraph 4 (xv) of the Order is not applicable.
(xvi) In respect of term loans:
The Company has not obtained term loans during the year. In our opinion, the term Loans taken by the Company was applied for the purpose for which they were taken.
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
21
(xvii) In respect of funds raised on short-term basis: According to the information and explanations given to us, the Company has not used short term funds for long term investments.
(xviii) In respect of preferential issue made to parties covered in the register u/s 301:
The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, paragraph 4 (xviii) of the Order is not applicable.
(xix) In respect of debentures issued: The Company did not issue any debentures during the year. Accordingly, paragraph 4 of the Order is not applicable.
(xx) In respect of end use of public issue funds:
The Company has not raised any money by public issues during the year. Accordingly, paragraph 4 (xx) of the Order is not applicable.
(xxi) In respect of frauds: As presented to us by the management and based on our examination in the normal course of
audit, no material frauds on or by the Company have been noticed or reported during the year.
For L N P & Co, Chartered Accountants
F.R.N:008918S
Sd/- A.PRABHAKARA RAO
Partner M No: 207386
Place: Hyderabad Date: 15-04-2013.
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
22
NOTES TO THE ACCOUNTS:
Significant Accounting policies:
i. Basis of Preparation of Financial Statements The accompanying financial statements are prepared in accordance with generally accepted accounting principles under the historical cost convention on accruals basis. Generally Accepted Accounting Principles comprises mandatory accounting standards issued by the Institute of Chartered Accountants of India and the provisions of the Companies Act, 1956. These accounting principles have been consistently applied except where a newly issued accounting standard is initially adopted by the company.
ii. Revenue Recognition I. Company generally follows the mercantile system of accounting and recognizes
income and expenditure on accrual basis, including provisions/adjustments for committed obligations and amounts determined as payable or receivable during the year.
II. Revenue in respect of the projects of long-term duration in implementation is recognized on the basis of stage wise completion of the respective project.
iii. Fixed Assets and Capital work-in-progress
Fixed assets are stated at cost, less accumulated depreciation. Direct costs and indirect costs are capitalized under respective fixed assets. Direct costs include freight, duties, taxes, insurance and any attributable cost of bringing the asset to its working condition for its intended use. Indirect costs includes pre operative expenses, pre construction interest (net off revenue) etc.
iv. Depreciation
Depreciation on fixed assets is provided under the Written Down Value Method, at the rates and in the manner as prescribed under Schedule XIV of the Companies Act, 1956, except as stated hereunder:
a) All individual cost of assets acquired for less than Rs.5,000 are entirely depreciated in the year of acquisition.
b) Depreciation on assets added or disposed off during the year is provided on pro-rata basis from the date of addition or up to the date of disposal, as applicable
v. Deferred Tax
The differences that result between the profit offered for income taxes and the profit as per the financial statements are identified, and thereafter a deferred tax asset or deferred tax liability is recorded for timing differences, namely the differences that originate in one accounting period and reverse in another, based on the tax effect of the aggregate amount being considered.
The deferred tax is not recognised in the books of accounts since there is no virtual certainty.
vi. Earning Per Share Earning per share is calculated by dividing the net loss after tax for the year attributable to equity shareholders by the number of equity shares outstanding on the balance sheet date.
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
23
vii. Segment Reporting The Company is in the business of software development, hence total business of the company is treated as one single segment.
Commitments and Contingent Liabilities:
The Company has not provided any type of guarantee on behalf of any party to Bank or Financial Institution.
• The following amounts were considered as bad and irrecoverable by the Company and hence are written off during the period under review.
Particulars Amount in Rs.
Advances written off 1,95,31,199
Trade Receivables written off 2,37,57,799
• The Cash Flow Statement is also given separate Annexure
• Sundry Creditors, Sundry Debtors, Advances and Deposits are subject to confirmation from parties concerned and reconciliation thereof.
• There are no out standings due to Small Scale Industries.
• Figures have been rounded off to the nearest rupee.
AS PER OUR REPORT OF EVEN DATE For L N P & Co For and on behalf of the board Chartered Accountants DOTCOM GLOBAL LIMITED F.R.N: 008918S Sd/- Sd/- Sd/- A.Prabhakara Rao I V S N Raju T Sri Venkata Ramana Partner Managing Director Director M.No: 207386 Place: Hyderabad Date: 15.04.2013
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
24
AUDITORS’ CERTIFICATE To, The Board of Directors Dot Com Global Limited Mumbai We have examined the attached Cash Flow Statement of M/S. Dot Com Global Limited. for the year ended on 31-3-2013. The Statement has been prepared by the Company in accordance with the requirement of Listing Agreement Clause 32 with Mumbai Stock Exchange Limited and is based on in agreement with corresponding Profit & Loss Account and Balance Sheet of the Company for 2012-13
For L N P & Co, Chartered Accountants
F.R.N:008918S
Sd/- A.PRABHAKARA RAO
(Partner) M No: 207386
Place: Hyderabad Date: 15-04-2013.
25
(Amount in Rs)
Particulars Note No. As on 31-‐03-‐2013 As on 31-‐03-‐2012 I. EQUITY AND LIABILITIES(1) Shareholders' Funds (a) Share capital 2.1 5,34,72,000 5,34,72,000 (b) Reserves and surplus 2.2 (4,82,86,882) (1,98,925) (2) Current Liabilities (a) Short Term Borrowings 2.3 29,74,944 -‐ (b) Other current liabilities 2.4 7,62,622 8,68,180
TOTAL 89,22,684 5,41,41,255 II.ASSETS(1) Non-‐current assets (a) Fixed assets 2.5 (i) Tangible assets 1,27,329 1,49,317 (ii) Intangible assets 713 950 (iii) Capital work-‐in-‐progress 66,65,000 1,05,45,000 (b) Non-‐current investments 2.6 -‐ 40,00,000 (c) Long term loans and advances 2.7 -‐ 1,55,73,824 (2) Current assets (a) Trade receivables 2.8 17,80,000 2,37,57,799 (b) Cash and Cash Equivalents 2.9 3,49,642 36,990 (c) Short-‐term loans and advances 2.10 -‐ 77,375
TOTAL 89,22,684 5,41,41,255
As per our report of even date For L N P & Co For and on behalf of the Board of DirectorsChartered Accountants DOTCOM GLOBAL LIMITEDF.R.N:008918S
A.Prabhakara Rao Partner I V S N RajuM. No. 207386 Managing Director Director
Place: HyderabadDate: 15-‐04-‐2013
DOTCOM GLOBAL LIMITEDBalance Sheet as on 31st March 2013
T Sri Venkata Ramana
26
(Amount in Rs)
Particulars Note No. As on 31-‐03-‐2013 As on 31-‐03-‐2012
I.Revenue from Operations 2.11 35,23,000 35,25,245 II.Other Income 2.12 1,50,000 -‐
III.Total Revenue 36,73,000 35,25,245
IV.Employee Benefit Expenses 2.12 32,56,000 11,13,457 V.Finance Cost 2.13 665 251 VI.Depreciation and Amortisation Expenses 2.50 22,224 28,625 VII.Other Expenses 2.14 4,84,82,068 23,84,475
VIII.Total Expenses 5,17,60,957 35,26,808
IX.Profit before Eexceptional,Extraordinary and Tax items (4,80,87,957) (1,563) X.Exceptional items -‐ -‐ XI.Profit before Extraordinary items and Tax (4,80,87,957) (1,563) XII.Extraordinary items -‐ -‐ XIII.Profit before Tax (4,80,87,957) (1,563) XIV.Tax Expenses
1)Current Tax2)Deferred Tax
XV.Profit/(Loss) for the Period from Continuing Operations (4,80,87,957) (1,563) XVI.Profit/(Loss)from Discontinuing Operations -‐ -‐ XVII.Tax Expense of Discontinuing Operations -‐ -‐ XVIII.Profit/(Loss) for the Period from Discontinuing Operations (After Tax) -‐ -‐ XIX.Profit/(Loss) for the Period (4,80,87,957) (1,563)
XX.Earning Per Share (9) (0)
As per our report of even date For L N P & Co For and on behalf of the Board of DirectorsChartered Accountants DOTCOM GLOBAL LIMITEDF.R.N:008918S
A.Prabhakara Rao Partner I V S N RajuM. No. 207386 Managing Director Director
Place: HyderabadDate: 15-‐04-‐2013
DOTCOM GLOBAL LIMITEDStatement of Profit and loss for the year ended 31st March 2013
T Sri Venkata Ramana
27
Notes to Balance Sheet
2.1 Share Capital (Amount in Rs.)Particulars 2012-‐13 2011-‐12a)Authorised Share Capital60,00,000(60,00,000) Equity Shares of Rs. 10/-‐ each 6,00,00,000 6,00,00,000
6,00,00,000 6,00,00,000
b)Issued,Subscribed and Paid up Capital53,47,200(53,47,200) Equity Shares of Rs. 10/-‐ each Fully Paid 5,34,72,000 5,34,72,000
5,34,72,000 5,34,72,000
c)Reconciliation of Shares Outstanding at the Year EndEquity Shares Number Value Number ValueShares at the Beginning of the Year 53,47,200 5,34,72,000 53,47,200 5,34,72,000 Add:Shares Issued During the Year -‐ -‐ -‐ -‐ Less:Shares bought back during the Year -‐ -‐ -‐ -‐ Shares at the end of the Year 53,47,200 5,34,72,000 53,47,200 5,34,72,000
d)Share holders having more than 5 Percent of SharesName of the Share holder % of Shares Value % of Shares ValueUjwala Deepak Javeri 16.21 86,69,000 16.21 86,69,000 Pooja Diamonds Limited 5.79 30,97,000 5.79 30,97,000 Yogesh Shah (HUF) 5.34 28,58,000 5.34 28,58,000
2.2 Reserves and Surplus (Amount in Rs.)Particulars 2012-‐13 2011-‐12Opening Balance (1,98,925) (1,97,362) ADD: Current Year Profit/(Loss) (4,80,87,957) (1,563)
Closing Balance (4,82,86,882) (1,98,925)
2.3 Short Term Borrowings (Amount in Rs.)Particulars 2012-‐13 2011-‐12UnsecuredLoans from Related Parties 29,74,944 -‐
29,74,944 -‐
2.4 Other Current Liabilities (Amount in Rs.)Particulars 2012-‐13 2011-‐12Other Liabilities 7,62,622 8,68,180
7,62,622 8,68,180
2012-‐13 2011-‐12
2012-‐13 2011-‐12
28
2.6 Non Current Investments (Amount in Rs.)Particulars 2012-‐13 2011-‐12Investment in Unquoted Shares -‐ 40,00,000
-‐ 40,00,000
2.7 Long Term Loans and Advances (Amount in Rs.)Particulars 2012-‐13 2011-‐12Unsecured
Deposits -‐ 13,500 Doubtful
Others -‐ 1,55,60,324
-‐ 1,55,73,824
2.8 Trade Receivables (Amount in Rs.)Particulars 2012-‐13 2011-‐12Secured, Considered good -‐ -‐ Unsecured, Considered good 17,80,000 -‐ Doubtful -‐ 2,37,57,799
17,80,000 2,37,57,799
2.9 Cash and Cash Equivalents (Amount in Rs.)Particulars 2012-‐13 2011-‐12Cash in Hand 3,49,612 32,240
Bank BalancesIn Current Accounts 30 4,750 In Fixed Deposits -‐ -‐
3,49,642 36,990
2.10 Short Term Loans and Advances (Amount in Rs.)Particulars 2012-‐13 2011-‐12Recovrable from Govt. Agencies -‐ 10,000 Others -‐ 67,375
-‐ 77,375
29
Notes to Statement of Profit and Loss
2.11 Revenue from Operations (Amount in Rs.)Particulars 2012-‐13 2011-‐12Income from Software Development 35,23,000 35,25,245
35,23,000 35,25,245
2.12 Other Income (Amount in Rs.)Particulars 2012-‐13 2011-‐12Sundries written off 1,50,000 -‐
1,50,000 -‐
2.13 Employee Benefit Expenses (Amount in Rs.)Particulars 2012-‐13 2011-‐12Salaries and Wages 32,56,000 11,13,457
32,56,000 11,13,457
2.14 Finance Cost (Amount in Rs.)Particulars 2012-‐13 2011-‐12Bank Charges 665 251
665 251
2.15 Other Expenses (Amount in Rs.)Particulars 2012-‐13 2011-‐12Accounting Charges 26,000 19,980 Auditors Remuneration 25,000 15,000 Listing Fee and Revocation Expenses 1,16,650 12,45,148 Computer Maintenance 1,05,000 -‐ Other Expenses -‐ 9,33,457 Loss in sale of Investments 39,00,000 -‐ Advances written off 1,95,31,199 -‐ Sundry Debtors written off 2,37,57,799 -‐ Office Expenses 2,46,800 89,516 Printing and Stationery 47,500 13,342 Rent 1,74,000 -‐ Filing Fee 1,000 -‐ Telephone Expenses 56,520 68,032 Travelling Expenses 2,47,600 -‐ Conveyance and Reimbursements 2,47,000 -‐
4,84,82,068 23,84,475
30
S No 31.03.2013 31.03.2012A Cash Flow from Operating Activities
Profit before Tax and extrordinary items -‐4,80,87,957 -‐1,563Adjustments for Depreciation 22,224 28,625Debit Balances Writtern Off 4,71,88,998 0
Operating Profit before changes in Working Capital -‐8,76,735 27,062
Adjustments for:Sundry Debtors -‐17,80,000 -‐26,53,563Loans and Advances 0 19,00,000Current Liabilites -‐1,05,557 7,41,945Short Term Borrowings 29,74,944 0Miscellaneous Expenditure
Net Cash Flow from Operating Activites 2,12,652 15,444
B Cash Flow from Investing ActivitiesInvestment on Shares 1,00,000 0Purcahse of Fixed Assets 0Purchase of Office Equipments 0Software Products 0
Net Cash Flow from Investing Activites 1,00,000 0
C Cash flow from Investing ActivitiesShare Capital received 0 0Proceeds towards share warrants 0 0Increase in Reserves and Surplus 0 0Secured Loan 0 0
Net Cash Flow from Financing Activites 0 0
Net increase/decrease in Cash and Cash equivalents 3,12,652 15,444
Cash and Cash equivalents at the beginning of the Year 36,990 21,546
Cash and Cash equivalents at the end of the Year 3,49,642 36,990Notes: -‐0 The above Cash Flow Statement has been prepared under the 'Indirect Method as set out in the Accounting Standard -‐ 3 on Cash Flow Statement issued by the Institute of Chartered Accountants of India.
This is the Cash Flow Statement referred to in our report of even date.
As per our report of even date For L N P & Co For and on behalf of the Board of DirectorsChartered Accountants DOTCOM GLOBAL LIMITEDF.R.N:008918S
A.Prabhakara Rao Partner I V S N Raju T Sri Venkata RamanaM. No. 207386 Managing Director Director
Place: HyderabadDate: 15-‐04-‐2013
DOTCOM GLOBAL LIMITED(Formerly PRECIMET DIAMONDS (INDIA) LIMITED)CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2013
31
DOTCOM GLOBAL LIMITEDNote-‐2.5: Fixed AssetsDepreciation Calculation for the year 2012-‐13 as per Companies Act
Name of the Asset Rate of Cost as Additions Deletions Total Upto For the Deletions Upto As at As atDep. on 01.04.2012 during the year during the year Value 31.03.2012 Year 31.03.2013 31.03.2013 31.03.2012
Patents 25 30,000 -‐ -‐ 30,000 29,050 238 -‐ 29,288 713 950
Capital work in progress -‐ 1,05,45,000 38,80,000 66,65,000 -‐ -‐ -‐ -‐ 66,65,000 1,05,45,000
Land at Murbad -‐ 24,000 -‐ 24,000 -‐ -‐ -‐ -‐ 24,000 24,000
Office Furniture 18 95,639 -‐ 95,639 60,755 6,314 -‐ 67,069 28,570 34,884
Fax Machine 14 15,063 -‐ 15,063 12,566 347 -‐ 12,913 2,150 2,497
Office Equipment 14 1,69,984 -‐ 1,69,984 93,901 10,583 -‐ 1,04,484 65,500 76,083
Computers 40 1,33,000 -‐ -‐ 1,33,000 1,21,146 4,742 -‐ 1,25,888 7,112 11,854
1,10,12,686 -‐ 38,80,000 71,32,686 3,17,418 22,224 -‐ 3,39,642 67,93,044 1,06,95,268 Previous Year Figure 1,10,12,686 -‐ -‐ 1,10,12,686 2,88,794 28,625 3,17,419 1,06,95,267 1,07,23,892
Gross Block Depreication Net Block(Amount in Rs.)
32
1. REGISTRATION DETAILS
Registration No. 067593 State Code 11 Balance Sheet Date 31.03.2013
2. CAPITAL RAISED DURING THE YEAR (Amount Rs. In Thousands)
Public Issue NIL Rights Issue NIL Bonus Issue NIL Private Issue NIL
3. POSITION OF MOBILISATION AND DEPLOYMENT OF FUNDS:(Amount Rs. In Thousands)
Total Liabilities 8923 Total Assets 8923
SOURCE OF FUNDS :
Share Capital 53472 Reserves & Surplus -‐48287 Secured Loans -‐ Unsecured Loans -‐ Deferred Tax Liability -‐
APPLICATION OF FUNDS :
Net Fixed Assets 6793 Investments -‐ Net Current Assets 2130 Misc., Expenditure -‐
4. PERFORMANCE OF THE COMPANY : (Amount Rs. In Thousands)
Turnover 3673 Total Expenditure 51761 Profit/(Loss) before Tax -‐48088 Profit/(Loss) after Tax -‐48088
(Tick Appropriate box (+) for profit (-‐) for Loss)
Earnings for Share in Rs. Nil Dividend % -‐
5. GENERIC NAMES OF PRINCIPAL PRODUCTS/SERVICES OF THE COMPANY
Item Code No. : (ITC) Nil Product description Software
For and on behalf of the Board of DirectorsDOTCOM GLOBAL LIMITED
I V S N Raju T Sri Venkata RamanaManaging Director Director
DOTCOM GLOBAL LIMITED(Formerly PRECIMET DIAMONDS (INDIA) LIMITED)
BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE
21st ANNUAL REPORT 2012-‐‑13 DOT COM GLOBAL LIMITED
33
DOT COM GLOBAL LIMITED The Avenue, #604/605, 6th Floor, Opp. Hotel Leela, Sahar Road, Andheri (East) Mumbai,
Maharashtra-400099
PROXY FORM I/We________________________________________________________________________________Of___________________________________________________________________________________________Being a member/members of above named Company hereby appoint of __________________________________________________________________________ or failing him / her __________________________________________________________________________________of___ as may / our proxy to attend and vote on my / our behalf at Annual General Meeting of the Company to be held on 28th September 2013 or at any adjournment thereof. Signed this ___________________ day of _____________ 2013.
Note : This instrument of proxy shall be deposited at the Registered Office of the Company. =======================================================================
DOT COM GLOBAL LIMITED
The Avenue, #604/605, 6th Floor, Opp. Hotel Leela, Sahar Road, Andheri (East) Mumbai, Maharashtra-400099
ATTENDANCE SLIP
PLEASE COMPLETE THIS ATTENDENCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL.
1. Name of the attending Member ;________________________________________ 2. Member’s Folio Number; ___________________________________________________
3. Name of the Proxy (In Block Letters): ______________________________________
(To be filled in if the Proxy attends instead of the Member) (No. of Shares held: _______________________. I hereby record my presence at the Annual General Meeting at the registered Office on 28th September 2013 or at any adjournment thereof.
Member’s / Proxy Signature
Affix Rupee One Revenue Stamp
Here