Directors Report of Capital Finvest Ltd.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the Annual Report and Audited Accounts of the company for the year ended 31st March 2014.

WORKING

The year has ended with a Net Profit (before tax) of Rs. 23,24,943.00 as against Net Profit (before tax) of Rs. 83,425.99 of last year. The financial results, as obvious from the enclosed Profit & Loss Account, has been satisfactory in comparison to last year but the performance of the company is below our expectations. The company is always on the lookout for alternative avenues for business opportunities. Slowdown in the world economy has affected everyone adversely. Various other factors like sudden volatilities in the capital markets, fear of recession etc. have also affected the performance of the company. Due to global economic crisis and slow down in domestic markets, the future outlook was not very encouraging. However, now with a stable Central Government, economy is expected to improve and grow with pragmatic policies so should grow our company. The company is managing various risks by maintaining a conservative financial profile, and by following prudent business and risk management practices.Baring unforseen circumstances - we expect better perfomance in the current year.

DIVIDEND

No dividend is being recommended in view of conserving resources of the Company in the prevalent circumstances. DEPOSITS

During the year under reference, the company has neither taken any deposit nor there is any outstanding deposit within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

Since the company is not involved in any manufacturing activity the above particulars are not applicable to the company. There was no foreign exchange earning or outgo.

DIRECTORS

Shri Rattan Singhania retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

AUDITORS

M/s P.M. Arora & Co., Chartered Accountants, retire at the next Annual General Meeting and being eligible, offer themselves for re-appointment.

AUDITORS REPORT

The Notes to the accounts referred to in the Auditors Report are self explanatory and give all the necessary information and do not call for any further comments.

PARTICULARS OF EMPLOYEES

As regards information required under section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 during the year under review, no employee was in receipt of remuneration exceeding Rs. 60,00,000/- per annum or Rs. 5,00,000/- per month or any part thereof.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your directors make the following statement in terms of section 217 (2AA) of the Companies Act, 1956:

i) that in the preparation of the annual accounts for the year ended 31st March 2014, the applicable accounting standards have been followed and that no material departures have been made from the same.

ii) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that period.

iii) that they have taken proper and sufficient care 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.

iv) that the annual accounts for the year ended 31st March 2014 have been prepared on a going concern basis.

STOCK EXCHANGE LISTING

The Equity Shares of the company are listed at Delhi Stock Exchange and the company had paid the Annual Listing fee due to the Stock Exchange. The Delhi Stock Exchange is lying closed now and as such there had been no trading in the shares of the company. Shareholders find it difficult to sell off their holdings. The company is in the process to findling some alternatives in this respect.

COMPLIANCE CERTIFICATE

In accordance with section 383 A of the Companies Act, 1956, and Companies (Compliance Certificate) Rules 2001, the Company has obtained a certificate from a company secretary in whole time practice confirming that the company has complied with all the Provisions of the Companies Act, 1956.

ACKNOWLEDGEMENT

The Directors wish to place on record their gratitude to its Bankers and its business constituents for their valuable assistance received during the year.

FOR AND ON BEHALF OF THE BOARD

RATTAN SINGHANIA CHAIRMAN DIN : 00147685

PLACE : NEW DELHI DATED : 21st MAY 2014

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Mar 31, 2013

DIRECTORS REPORT TO THE MEMBERS

The Directors have pleasure in presenting the Annual Report and Audited Accounts of the company for the year ended 31 st March 2013.

WORKING

The year has ended with a Net Profit (before tax) of Rs. 83,425.99 as against Net Profit (before tax) of Rs. 4,25,154.46 of last year. The financial results, as obvious, has not been satisfactory in comparison to last year and the performance of the company is below expectations. The company is still exploring further alternative avenues for business opportunities. Slowdown in the world economy has affected everyone adversely. Various other factors like sudden volatilities in the capital markets, fear of recession etc. have affected the performance of the company. Due to global economic crisis and slow down in domestic markets, the future outlook looks gloomy and uncertain. The company is managing various risks by maintaining a conservative financial profile, and by following prudent business and risk management practices. However, baring unforseen circumstances - we expect better performance in the current year.

DIVIDEND

No dividend is being recommended in view of conserving resources of the Company in the prevalent uncertain circumstances.

DEPOSITS

During the year under reference, the company has neither taken any deposit nor there is any outstanding deposit within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

Since the company is not involved in any manufacturing activity the above particulars are not applicable to the company. There was no foreign exchange earning or outgo.

DIRECTORS

Shri Arun Kumar Garg retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

AUDITORS

M/s P.M. Arora & Co., Chartered Accountants, retire at the next Annual General Meeting and being eligible, offer themselves for re-appointment.

AUDITORS REPORT

The Notes to the accounts referred to in the Auditors Report are self explanatory and give all the necessary information and do not call for any further comments.

PARTICULARS OF EMPLOYEES

As regards information required under section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of EEmployees) Rules, 1975 during the year under review, no employee was in receipt of remuneration exceeding Rs. 60,00,000/- per annum or Rs. 5,00,000/- per month or any part thereof.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your directors make the following statement in terms of section 217 (2AA) of the Companies Act, 1956:

i) that in the preparation of the annual accounts for the year ended 31st March 2013, the applicable accounting standards have been followed and that no material departures have been made from the same.

ii) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that period.

iii) that they have taken proper and sufficient care 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.

iv) that the annual accounts for the year ended 31st March 2013 have been prepared on a going concern basis.

STOCK EXCHANGE LISTING

The Equity Shares of the company are listed at Delhi Stock Exchange and the company had provided for the Annual Listing fee due to the Stock Exchange. The Delhi Stock Exchange is lying closed for the last couple of years and as such there had been no trading in the shares of the company.

COMPLIANCE CERTIFICATE

In accordance with section 383 A of the Companies Act, 1956, and Companies (Compliance Certificate) Rules 2001, the Company has obtained a certificate from a company secretary in whole time practice confirming that the company has complied with all the Provisions of the Companies Act, 1956 and a copy of such Certificate is annexed to this report.

ACKNOWLEDGEMENT

The Directors wish to place on record their gratitude to its Bankers and its business constituents for their valuable assistance received during the year.

FOR AND ON BEHALF OF THE BOARD

RATTAN SINGHANIP CHAIRMAN

PLACE : NEW DELHI DATED : 26/08/2013

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Mar 31, 2012

Dear Members,

Your Directors have pleasure in presenting the Annual Report and Audited Accounts of the company for the year ended 31st March 2012.

WORKING

The year has ended with a Net Profit (before tax) of Rs. 4,25,154.46 as against Net Profit (before tax) of Rs. 4,66,413.60 of last year. The financial results, as obvious, has not been satisfactory in comparison to last year and the performance of the company is below expectations. It had been difficult to deploy the funds of the company safely owing to which for quite sometime funds have remained idle. It is a matter of satisfaction that the company has recently taken the Membership of National Spot Exchange Limited and has commenced operations. This should yield further revenues to the company. The company is still exploring further alternative avenues for business opportunities. Slowdown in the world economy has affected everyone adversely. Various other factors like sudden volatilities in the capital markets, fear of recession etc. have effected the performance of the company. Due to global economic crisis and slow down in domestic markets, the future outlook looks gloomy and uncertain. The company is managing various risks by maintaining a conservative financial profile, and by following prudent business and risk management practices. However, baring unforseen circumstances - we expect better performance in the current year.

DIVIDEND

No dividend is being recommended in view of conserving resources of the Company in the prevalent uncertain circumstances.

DEPOSITS

During the year under reference, the company has neither taken any deposit nor there is any outstanding deposit within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

Since the company is not involved in any manufacturing activity the above particulars are not applicable to the company. There was no foreign exchange earning or outgo.

DIRECTORS

Shri Lalit Kumar retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

AUDITORS

M/s P.M. Arora & Co., Chartered Accountants, retire at the next Annual General Meeting and being eligible, offer themselves for re-appointment.

AUDITOR'S REPORT

The Notes to the accounts referred to in the Auditors Report are self explanatory and give all the necessary information and do not call for any further comments.

PARTICULARS OF EMPLOYEES

As regards information required under section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 during the year under review, no employee was in receipt of remuneration exceeding Rs. 60,00,000/- per annum or Rs. 5,00,000/- per month or any part thereof.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your directors make the following statement in terms of section 217 (2AA) of the Companies Act, 1956:

i) that in the preparation of the annual accounts for the year ended 31st March 2012, the applicable accounting standards have been followed and that no material departures have been made from the

ii) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period.

iii) that they have taken proper and sufficient care 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.

iv) that the annual accounts for the year ended 31st March 2012 have been prepared on a going concern basis.

STOCK EXCHANGE LISTING

The Equity Shares of the company are listed at Delhi Stock Exchange and the company had provided for the Annual Listing fee due to the Stock Exchange. The Delhi Stock Exchange is lying closed for the last couple of years and as such there had been no trading in the shares of the company.

COMPLIANCE CERTIFICATE.

In accordance with section 383 A of the Companies Act, 1956, and companies (Compliance Certificate) Rules 2001, the Company has obtained a certificate from a company secretary in whole time practice confirming that the company has complied with all the Provision of the Companies Act, 1956 and a copy of such Certificate is annexed to this report.

ACKNOWLEDGEMENT

The Directors wish to place on record their gratitude to its Bankers, Stock Exchange and its business constituents for their valuable assistance received during the year.

FOR AND ON BEHALF OF THE BOARD

RATTAN SINGHANIA CHAIRMAN

PLACE : NEW DELHI DATED: 27/08/2012