34
2009 - 2010 2009 - 2010 Z enu

2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Embed Size (px)

Citation preview

Page 1: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

2009 - 20102009 - 2010

Z enu

Page 2: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

CONTENTS

Sr. No. Particulars

Page No.

1.

2. Director’s Report

4. Corporate Governance

5. Auditor’s Report

6. Financial Statements

7. Significant Accounting Policies

Company Fact Sheet

3. Management Discussion and Analysis

ZENU INFOTEC LIMITED

1.

2.

5.

7.

16.

19.

28.

Page 3: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Board of Directors Mr.Padamchand Dhoot (Chairman cum Managing Director)

Mr. Pankaj Dhoot (Director) Mr. Kamal Poddar (Non-Executive and Nominee Director) Mr. Devendra Deshmukh (Independent and Non-Executive Director) Mr. Ashish Gupta (Independent and Non-Executive Director) Mr. Amol Pande (Independent and Non-Executive Director) Mr. Hasmukh Mehta (Independent and Non-Executive Director) Mr. Anil Goyal (Non-Executive Director)

Bankers Rameshwar Co-Op Bank Ltd

HDFC Bank Ltd. Auditors Shyam C. Agrawal & Co.

Chartered Accountants Mumbai – 400072

Share Transfer Agent Link Intime India Pvt. Ltd.

C-13, Pannalal Silk Mill Compound, L.B.S. Marg, Bhandup West, Mumbai – 400 078.

Ph. 2596 3838/Fax: 25946969 E-mail: [email protected]

Registered Office 202, Chartered House,

Dr. C.H. Street, Marine Lines, Mumbai - 400 002.

Ph. 4355 2100 /Fax: 2206 8600

1

Page 4: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

DIRECTOR’S REPORT

To the Members of Zenu Infotec Limited

If the events of the last two years have brought us face to face with one reality, it is that

enterprises need to be made future-proof. Even if the worst of times is behind us, the best of

times will be ours only if we can seize the right opportunities.

We hope to see you in a better tomorrow.

The Directors have the pleasure in presenting the Eighteenth Annual Report on the business and

operations of the Company together with the audited statement of accounts for the year ended March 31,

2010.

Performance of the Company

Fiscal 2010 was a tough year for the industry. The economic environment became challenging in

all the major markets where we operated.

Our consolidated revenues for fiscal 2010 stood at Rs. 27.11 Lacs, as compared to Rs. 33.53

Lacs in 2008-09. The profit after tax and exceptional item for the year stood at Rs. 5.32 Lacs, as

compared to Rs. 8.62 Lacs in 2008-09.

Closing a challenging year, we raise a toast to all our stakeholders who have always stood by us:

You, our shareholders, clients, partners and employees. We thank you for your continued support

and look forward to the same in the future.

Dividend

In order to conserve the resources, Your Director s did not recommend dividend for the year ended March

31, 2010.

Public Deposits

During 2009-10, Your Company has not accepted any de posits from the public within meaning of Section

58A of the Companies Act, 1956.

Change in Registered Office

During the year your company has shifted its registered office from :

Shop No.4, Prathmesh Leela, New Link Road, Opp. Don Bosco School, Borivali (West),

Mumbai to 202, Chartered House, Dr. C. H. Street, Marine Lines, Mumbai - 400002.

Listing of Shares The Equity Shares of your Company are listed on the Bombay Stock Exchange Limited.

2

Page 5: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Directors

Following are the changes in the Directors of the company:-

• Mr. Kamal Poddar was appointed as nominee director of Choice International Limited at the Board Meeting held on February 16, 2010.

• Mr. Devendra Deshmukh, Mr. Ashish Gupta and Mr. Amol Pande were appointed as additional directors of the Company at the Board Meeting held on February 16, 2010.

• Mr. Rameshwar Modi and Mr. Ramawatar Shekhawat has resigned from the Board of Directors w.e.f. April 15, 2010. The Board places on record its sincere appreciation of the valuable services rendered by them during their tenure as the Director of the Company.

• Mr. Hasmukh Mehta and Mr. Anil Goya l, were appointed as Additional Directors of the Company at the Board meeting held on April 15, 2010.

• Mr. Pankaj Dhoot retires by rotation and being eligible, offers for re-appointment. Pursuant to clause 49(g) (1) of the Listing Agreement with the Stock Exchanges, brief resume of the Directors being reappointed has been provided in the Notice convening the Annual General Meeting.

Management Discussion and Analysis

Overview

Our Management accepts responsibility for the integrity and objectivity of these financial

statements, as well as for various estimates and judgments used therein. The estimates and

judgments relating to the financial statements have been made on a prudent and reasonable basis,

so that the financial statements reflect in a true and fair manner the form and substance of

transactions, and reasonably present our state of affairs, profits and cash flows for the year.

A. Industry structure and developments

Changing economic and business conditions and rapid technological innovation are creating an

increasingly competitive market environment that is driving corporations to transform their

operations. Consumers of products and services are increasingly demanding accelerated delivery

times and lower prices. Companies are focusing on their core competencies and are using

outsourced technology service providers to adequately address these needs.

The role of technology has evolved from supporting corporations to transforming them. There is

an increasing need for highly skilled technology professionals in the markets in which we

operate. At the same time, corporations are reluctant to expand their internal IT departments and

increase costs.

1. Evolution of technology outsourcing

The realm of technology outsourcing is changing. In an environment of rapid technological

change, globalization and regulatory changes, companies are looking at outsourcing approaches

that require their technology service providers to develop specialized systems, processes and

solutions along with cost-effective delivery capabilities.

3

Page 6: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

2. Internal Controls and their Adequacy

The Company has a proper and adequate system of internal controls to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition, and that the transactions are authorized, recorded and reported correctly.

Key Risks and its Management

The goal of Risk management is to improve the quality and consistency of the Company’s

earnings from the financing business and to minimize losses. This is achieved by identifying risk

and controlling it at the earliest.

Auditors’ Report

The Auditors Report to the shareholders does not contain any qualifications hence does not require any

comments on the same. A company, whose securities are listed on the Stock Exchanges, is compulsorily

required to follow the accounting standards prescribed by the Institute of Chartered Accountants of India.

Auditors

M/s. Shyam C. Agarwal & Co., Chartered Accountants, the Statutory Auditor of the company

will retire at the conclusion of the ensuing Annual General Meeting and they have expressed his

unwillingness to be reappointed as an auditor. In this regard the company has received a notice

from a shareholder proposing the name of M/s. A. P. Sanzgiri & Co. Chartered Accountants, as

auditor in place of M/s. Shyam C. Agarwal & Co., Chartered Accountants. Members may

consider the appointment of M/s. A. P. Sanzgiri & Co., Char tered Accountants as Statutory

Auditors of the Company from the conclusion of ensuing Annual General Meeting to the

conclusion of next Annual General Meeting.

Particulars of Employees

There were no employees drawing remuneration more than prescribed under Section 217(2A) of the

Companies Act, 1956.

Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo

In view of the nature of activities which are being carried on by the company, Rules 2A and 2B of the

companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 concerning

conservation of energy and technology absorption respectively are not applicable to the company.

Further, there were no foreign exchange earnings or outgo during the year under review.

Corporate Governance

Your Company has complied with the requirements of Clause 49 of the Listing Agreement regarding

Corporate Governance. A report on the corporate governance practices, the Auditors’ Certificate on

compliance of mandatory requirements thereof and Management Discussion and Analysis are given as an

annexure to this report.

4

Page 7: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

We have documented our internal policies on corporate governance. In line with the committee's

recommendations, the Management's discussion and analysis of the financial position of the

Company is provided in this Annual Report.

Directors’ Responsibility Statement

Pursuant to Section 217(2AA) of the Companies Act, 1956, with respect to the Directors’ Responsibility

Statement, it is hereby confirmed that:

i. In the preparation of the annual accounts for the financial year ended March 31, 2010,the applicable accounting standards have been followed and that there are no material departures from the same;

ii. The Directors have been selected such accounting policies and applied them consistently and made judgments and estimates 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 profit of the Company for the said period.

iii. The Directors have taken proper and sufficient care to the best of their knowledge and ability 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 detecting fraud and other irregularities; and

iv. The Directors have prepared the accounts for the financial year ended March 31, 2010 on a ‘going concern’ basis.

Acknowledgement

The Board of Directors wishes to place on record appreciation for the continued support and co-operation

extended by Banks, Securities and Exchange Board of India, the Reserve Bank of India, the Stock

Exchanges, other government authorities and other stakeholders. Your Directors would also like to take

this opportunity to express their appreciation for the dedicated efforts of the employees of the Company.

We look forward to continued support of all these partners in progress.

On behalf of the Board of Directors

Sd/-

Padamchand DhootMumbai,

September 2, 2010 Managing Director

5

Page 8: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Certificate on Compliance with the conditions of Corporate Governance under Clause 49

of the Listing Agreement

To

The Members of Zenu Infotec Limited

We have examined the compliance of conditions of Corporate Governance by Zenu Infotec

Limited for the year ended 31 March 2010, as stipulated in clause 49 of the listing agreement of

the said company with the stock exchanges in India.

The compliance of conditions 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 statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us

and the representations made by the Directors and the Management, we certify that the Company

has complied with the conditions of Corporate Governance as stipulated in the above mentioned

Listing Agreement.

We further state that further compliance is neither an assurance as to the future viability of the

Company nor the efficiency or effectiveness with which the management has conducted the

affairs of the company.

For SHYAM C . AGRAWAL & CO. Chartered Accountants

Sd/- S.C. AGRAWAL

(PROPRIETOR)

M. No.31774

Mumbai, September 2, 2010

Certificate by the Managing Director on Code of Conduct To

The Members of Zenu Infotec Limited

I, Padamchand Dhoot, Managing Director of the Company declare that all Board Members and

Senior Management of the Company have affirmed the compliance of the code of conduct.

For Zenu Infotec Limited

Sd/- Padamchand Dhoot Managing Director Mumbai, September 2, 2010

6

Page 9: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

CORPORATE GOVERNANCE

Our Governance Philosophy:

Corporate Governance is not merely compliance – it involves leveraging the Company’s

resources and aligning its activities to consumer needs shareholder benefits and employee

growth, thereby delighting all its stakeholders while minimizing risk.

The Company believes that to succeed, an organization must maintain global standards of

corporate conduct towards all its stakeholders. The Company believes that it is rewarding to be

better managed and governed and to identify and align its activities with the national interest. To

that end, we as a Company have always focused on good corporate governance a key driver of

sustainable corporate growth and long-term value creation.

Board of Directors:

1) The Company has an Executive Chairman, and thus, 50% of the total numbers of Directors

are independent. The management of the Company is headed by the Managing Director who

operates under the supervision and control of the Board. The Board reviews and approves

strategy and overseas the action and results of management to ensure that the long term

objectives of enhancing stakeholder value are met.

2) “Independent Directors”, i.e. Directors who apart from receiving Directors’ remuneration, do

not have any other material pecuniary relationship or transactions with the Company, its

promoters, its management or its subsidiaries, which, in the judgment of the Board, may

affect the independence of the Director, comprise over half of the Board.

3) The Composition and Categories of Directors for the period April 1, 2009 to March 31,

2010 is as follows:

Name Category Mr. Padamchand Bhanwarlal Dhoot Chairman & Managing Director Mr. Pankaj Padamchand Dhoot Executive Director Mr. Rameshwar Prasad Modi* Non Executive and Independent Mr. Ramawatar Singh Shekhawat* Non Executive and Independent Mr. Kamal Poddar

1 Nominee Director Mr. Devendra Deshmukh

2 Non Executive and Independent Mr. Ashish Gupta 2 Non Executive and Independent Mr. Amol Pande 2 Non Executive and Independent

* Mr. Rameshwar Modi and Mr. Ramawatar Shekhawat

has resigned from the Board with effect from April 15, 2010.

1. Mr. Kamal Poddar has been appointed as Nominee director on Board with effect from February 16, 2010

2. Mr. Devendra Deshmukh, Mr. Ashish Gupta and Mr. Amol Pande has been appointed as Additional director on

Board with effect from February 16, 2010

3. Mr. Hasmukh Mehta and Mr. Anil Goyal has been appointed as additional director on Board with effect from April

15, 2010

7

Page 10: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

4) During the year under review, the Board of Directors of the Company met Six times and

the period between any of the two meetings did not exceed three months. The dates for

the Board Meeting held during the each quarter are as follows:

No. Date of Meeting For the Quarter 1. June 30, 2009 April to June 2. July 31, 2009 July to September 3. September 1, 2009 July to September 4. October 30, 2009 October to December 5. January 30, 2010 January to March 6. February 16, 2010 January to March

As required under Annexure I to Clause 49 of the Listing Agreement with the Stock

Exchanges, all the necessary information was placed before the Board from time to time.

The attendance of each Director at the Board Meetings and the last Annual General

Meeting:

Name of the Director No of the Board Meetings Attendance at Last AGM Held Attended

Mr. Padamchand Bhanwarlal Dhoot 6 6 Yes Mr. Pankaj Padamchand Dhoot 6 6 Yes Mr. Rameshwar Prasad Modi* 6 4 Yes Mr. Ramawatar Singh Shekhawat* 6 5 Yes Mr. Kamal Poddar1**

6 1 No Mr. Devendra Deshmukh

1 6 1 No Mr. Ashish Gupta 1 6 1 No Mr. Amol Pande 1 6 1 No

*Mr. Rameshwar Modi and Mr. Ramawatar Shekhawat has resigned from the Board with effect from April 15, 2010 ** Mr. Kamal Poddar has been appointed as Nominee director on Board with effect from February 16, 2010.

1. Mr. Kamal Poddar, Mr. Devendra Deshmukh, Mr. Ashish Gupta and Mr. Amol Pande has been appointed as

Additional director on Board with effect from February 16, 2010

2. Mr. Hasmukh Mehta and Mr. Anil Goya l has been appointed as additional director on Board with effect from April

15, 2010

5) None of the Directors of the Board serve as members of more than 10 Committees nor

are they Chairman of more than 5 Committees, as per the requirements of the Listing

Agreement, ‘Committees’ for this purpose include the Audit Committee and the

Shareholders’/Investor Grievance Committee under the said Clause 49 of the Listing

Agreement. The Details of the committee memberships of the Board of Directors are

given below:

8

Page 11: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Name of the Director No. of Outside

Directorships held

*Number of Committee

Memberships

*Number of Committees in which Chairperson

Mr. Padamchand Bhanwarlal Dhoot 1 3 - Mr. Pankaj Padamchand Dhoot 2 3 1 Mr. Rameshwar Prasad Modi* 3 3 1 Mr. Ramawatar Singh Shekhawat* 1 - 1 Mr. Kamal Poddar

1 1 1 1 Mr. Devendra Deshmukh

1 1 - - Mr. Ashish Gupta

1 1 - - Mr. Amol Pande 1 1 - -

*Mr. Rameshwar Modi and Mr. Ramawatar Shekhawat has resigned from the Board with effect from April 15, 2010 **Mr. Kamal Poddar has been appointed as Nominee director on Board with effect from February 16, 2010

1. Mr. Kamal Poddar, Mr. Devendra Deshmukh, Mr. Ashish Gupta and Mr. Amol Pande has been appointed as

Additional director on Board with effect from February 16, 2010

2. Mr. Hasmukh Mehta, Mr. Anil Goyal has been appoint ed as Additional Director on Board with effect from April

15, 2010

6) The Company has adopted a Code of Conduct for its Executive and Non Executive

Directors and all Non–Executive Directors have affirmed compliance with the said code.

All the Senior Management of the Company has affirmed compliance with the Zenu

Code of Conduct. The Annual Report of the Company contains a Certificate duly signed

by the Managing Director (CEO) in this regard.

7) The details of Directors seeking appointment have been attached along with the Notice of

the Annual General Meeting.

8) Other than transactions entered into in the normal course of business, the Company has

not entered into any materially related party transactions during the year, which do not

have a potential conflict of interest between the Company and its Promoters, Directors,

Management and /or relatives.

9) The Company has a well defined risk management framework in place. The risk

Management framework adopted by the Company is discussed in the Management

Discussion and Analysis chapter of this Annual Report. The Board assesses the risk and

the procedures being followed by the Company and steps taken by it to mitigate these

risks.

9

Page 12: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Board Committees

Your Company has three major Board level Committees:

• •

Audit Committee

Remuneration Committee

Shareholders/Investor Grievance Committee

All the decisions pertaining to the constitution of the Committees, appointment of members and

fixing of terms of reference for the Committee is taken by the Board of Directors. Details on the

role and composition of these Committees are provided below:

a) Audit Committee

The Audit Committee was constituted by the Board of Directors of the company, in accordance

with Section 292A of the Companies Act, 1956. The Audit Committee comprises three

Members, of whom two are Non Executive and Independent Directors. The composition of the

committee is Mr. Rameshwar Modi (Chairman), Mr. Pankaj Dhoot(Member), Mr. Ramawatar

Shekhawat (Member), Mr. Shyam C. Agarwal (Member). The quorum of an audit committee

meeting is two members personally present. All the members of the committee have financial

knowledge within the meaning of the explanation to clause 49(II) (A) of the Listing Agreement.

The terms of reference of the Audit Committee are in accordance with those specified in Clause

49 of the Listing Agreement and Section 292A of the Companies Act, 1956.

The Committee had Six meetings during the period April 30, 2009, July 30, 2009, August 25,

2009, November 17, 2010, January 30, 2010, March15, 2010.

Name of the Director No of the Committee Meetings Held Attended

Mr. Rameshwar Prasad Modi 6 6 Mr. Pankaj Padamchand Dhoot 6 5 Mr. Ramawatar Singh Shekhawat 6 6 Mr. Shyam C. Agrawal 6 6

b) Remuneration Committee

Remuneration Committee was constituted to recommend / review the remuneration package of

the Managing / Executive Directors. As required under clause 49 of the Listing Agreement, the

committee constitutes of Mr. Pankaj Dhoot (Chairman), Mr. Rameshwar Modi (Member), Mr.

Ramawatar Shekhawat (Member). The details of the remuneration paid to executive directors

are disclosed in the related party transactions in the notes to accounts section of the report.

However, there is no sitting fees paid to Non–Executive Directors for attending Board and

Committee Meetings. 10

Page 13: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

During the financial year 2009-10, One Meeting was held on August 25, 2009.

Attendance

Name of the Director No. of the Committee Meetings Held Attended

Mr. Rameshwar Prasad Modi 1 1 Mr. Pankaj Padamchand Dhoot 1 1 Mr. Ramawatar Singh Shekhawat 1 1

c) Shareholders / Investor Grievance Committee

The investor’s grievance committee comprises Mr. Ramawatar Shekhawat(Chairman), Mr.

Pankaj Dhoot(Member), Mr. Rameshwar Modi(Member).The terms of reference of the

Committee consist of:

Monitoring the response to investor questions and grievances;

Approving share transfers, transmissions, queries and grievances

During the financial year 2009-10, One Meeting was held on August 25, 2009.

Attendance

Name of the Director No of the Committee Meetings Held Attended

Mr. Ramawatar Shekhawat 1 1

Mr. Rameshwar Prasad Modi 1 1 Mr. Pankaj Padamchand Dhoot 1 1

General Body Meetings

The details of the Annual General Meetings held in the past three years and the special

resolutions passed there at are as follows:

Year Date & Venue Time No. of Special Resolution

2006-07

August 16, 2007 Club Aquaria, Devidas Extension Road, Borivali (W). Mumbai-400 013.

11.00 hrs NIL

2007-08

August 23, 2008 Hotel Land Mark, Land Mark Building, Link Road, Malad (West). Mumbai-400 064.

11.00 hrs NIL

2008-09

September 30, 2009 Shop No.4, Prathmesh Leela, Opp. Don Bosco School, New Link Road, Borivali(West), Mumbai-400 092

10.30 hrs ONE

11

Page 14: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Disclosures:

a. The Company did not have any material related party transactions which do not have any

potential conflict with the interest of the Company at large. Transactions with related parties

are disclosed in the Notes to the accounts forming part of the Annual Report.

b. The financial statements have been prepared in accordance with the accounting standards and

policies generally accepted in India.

c. The Company has implemented the mandatory requirements of Corporate Governance as set

out in the Listing Agreement. In respect of compliance with the non-mandatory requirements,

the Company has constituted a Remuneration Committee, the details whereof are given under

the heading “Remuneration Committee”. The quarterly and half yearly financial results are

published in the newspapers.

d. As required by Clause 49 of the Listing Agreement, a certificate from Auditor certifying the

compliance by the Company with the provisions of Corporate Governance of the Listing

Agreement is given as at the beginning of this Report.

Means of Communication:

a) The quarterly un-audited financial results are published in leading English and Vernacular

newspapers. The half yearly report is not sent separately to the Shareholders. Annual Reports

are sent to the shareholders at their registered address with the company.

b) The Management Discussion and Analysis Report, in compliance with the requirements of

Clause 49 of the Listing Agreement is annexed to the Directors’ Report and forms part of this

Annual Report being sent to all the members of the Company. All matters pertaining to

industry structure and developments, opportunities and threats, segment/product wise

performance, outlook, risks and concerns, internal control and systems, etc. are discussed in

the said report.

12

Page 15: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Shareholders’ Information

1) Annual General Meeting

September 30, 2010,

202, Chartered House, Dr. C.H. Street, Marine lines, Mumbai- 400 002.

Date and Time Venue

2) Financial Year (Tentative)

Financial reporting for the quarter ending June 30, 2010

2nd week of August, 2010

Financial reporting for the half year ending September 30, 2010

2nd week of November, 2010

Financial reporting for the quarter ending December 31, 2010

2nd week of February, 2011

Financial reporting for the year ending March 31, 2011

2nd week of May, 2011

Annual General Meeting for the year ended March 31, 2011

4th week of September, 2011

3) Dates of Book Closure September 27, 2010 to September 30, 2010

(both days inclusive)

4) Registered Office 202, Chartered House, Dr. C.H. Street, Marine lines, Mumbai- 400 002.

5) Listing on Stock Exchanges Bombay Stock Exchange Limited

6) Stock Code/ISIN No. BSE – 531364/ INE005E01013

7)

Registrar & Transfer Agent Link Intime India Pvt. Ltd. C-13, Pannalal Silk Mill Compound, L.B.S. Marg, Bhandup West, Mumbai -400078.

8) Payment of Annual Listing fees Listing fees for the financial year 2010-11 has been paid to the Bombay Stock Exchange Limited.

13

Page 16: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Market Price Data

Monthly High, Low & Closing market price of the Company’s shares traded at BSE during each

month of the financial year ended March 31, 2010 are as under:

Month High Low Close Price Volume Sensex April -2009 7.70 5.65 5.65 170410 11403.25 May – 2009 9.25 5.91 9.25 567217 14625.25 June -2009 10.38 7.31 8.05 76362 14493.84 July - 2009 8.45 6.95 7.33 38715 15670.31

August – 2009 8.37 7.31 8.15 12169 15666.64 September – 2009 12.61 7.96 12.61 22610 17126.84

October-2009 33.3 13.24 33.3 159301 15896.28 November-2009 51.35 34.95 37.8 385282 16926.22 December-2009 51.8 35.95 51.8 284161 17464.81 January-2010 62.85 45.65 48.2 335644 16357.96 February-2010 51 35.7 40 144291 16429.55 March-2010 42 32.65 32.75 159097 17527.77

High and low are in rupees per traded share Volume is the total monthly volume of traded shares (in number) of Zenu Infotec Limited on Bombay Stock Exchange Limited.

Distribution of Shareholding as on March 31, 2010

Number of

Shares

Number of

Shareholders

% to total No.

of Shareholders

No. of Shares % to total share

capital

1-500 1068 74.79 173740 3.39

501-1000 1000 10.50 124073 2.42

1001-2000 86 6.02 131063 2.56

3001-4000 9 0.63 32696 0.64

4001 to 5000 17 1.19 80808 1.58

5001-100000 24 1.68 180879 3.53

10001 and above 42 2.94 4320802 84.27

Total 1428 100.00 5127600 100.00

14

Page 17: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Registrar and Transfer Agent

Link Intime India Pvt. Ltd. C-13, Pannalal Silk Mills Compound, L.B.S Marg, Bhandup, Mumbai – 400 078. Ph.2596 3838/Fax: 2594 6969

Dematerialization of Shares and liquidity:

As on March 31, 2010, 81.49% comprising 41,78,400 shares of the Company’s were held in

dematerialized form and 18.51% comprising 9,49,200 shares were held in physical form.

Address for Correspondence

Shareholders may correspond with the Registrar and Transfer Agent, at the address mentioned

here in above on all matters relating to transfer of shares and credit of shares in Demat Account.

Members may contact for all investor related matters at the registered office of the company at

the following address:

Zenu Infotec Limited 202, Chartered House, Dr. C.H. Street,

Marine Lines, Mumbai- 400 002.

For and on behalf of the Board

Sd/-

Mr. Padamchand Dhoot Managing DirectorMumbai, September 2, 2010

Categories of Shareholders as on March 31, 2010

Sr. No. Description No. of Shares (as at March 31,2010)

% to capital

A. Promoters 1,55,7650 30.38 B. Public Shareholding Financial Institutions/ Banks 7,000 0.14 -Bodies Corporate 12,91,885 25.19 -NRI/ OCBs 1,010 0.02 -Individuals 20,91,653 40.79 -Clearing Members 2,2752 0.44 -Directors & Relatives 1,55,650 0.04 Total 51,27,600 100.00

15

Page 18: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

AUDITOR’S REPORT

To, The Members of Zenu Infotec Limited,

We have audited the attached Balance Sheet of ZENU INFOTEC LIMITED as at 31st March, 2010, the Profit & Loss Account and the Cash Flow Statement 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. 1. 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 misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 2. As required by the Companies (Auditor’s Report) Order, 2003 issued by the Central

Government of India in terms of section 227 (4A) of the Companies Act , 1956, we enclose in the Annexure a statement, on the matter specified in paragraphs 4 & 5 of the said order.

3. Further to our comments in the Annexure referred to in above, we report that:

(a)

We have obtained all the information and explanations which to the best of our knowledge 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 appear from our examination of those books;

(c)

The said Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account;

(d)

In our opinion the Balance Sheet and Profit & Loss Account and Cash Flow Statement dealt by this report comply with the Accounting Standards referred to in Sub Section (3C) of Section 211 of the Companies Act, 1956;

(e)

On the basis of the written representation received from the directors and taken on record by the board, we report that none of the Directors of the Company is disqualified as on 31st

March 2010, from being appointed as a Director in the terms of the clause (g) of sub-clause (1) of section 274 of Companies Act, 1956.

(f)

In our opinion and to the best of our information and according to the explanations given to us, the said financial statements, read together with the accounting policies and other notes given in Schedule “K” give the information required by Companies Act, 1956 in the manner so required and present a true and fair view in conformity with the accounting principles generally accepted in India:

i) In case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2010 ii) In case of the Profit and Loss Account, of the Profit for the year ended on that date; and iii) In the case of Cash Flow Statement, of the Cash Flows for the year ended on that date.

FOR SHYAM C. AGARWAL & CO.

CHAR TERED ACCO UNT A N TS

Sd/-

SHYAM C. AGARWAL

PROPRIETOR

MUMBAI

DATE: September 2, 2010

16

Page 19: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

Annexure To The Auditor’s Report

(*Referred to in Paragraph (3) of our report of even date on the accounts of Zenu Infotec Limited for the year ended March 31, 2010)

1. (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) As informed and represented to us, fixed assets have been physically verified by the

management during the period and no material discrepancies were noticed on such verification.

(c) In our opinion and according to the information and explanations given to us, the

company has not disposed off a substantial part of fixed assets during the period thereby affecting the going concern.

2. The Company does not deal in any Goods therefore the said clause is not applicable.

3. (a) The Company has not granted any loan to any party covered in the register maintained under Section 301of the Companies Act, 1956.

(b) The Company has not taken any loan from any party covered in the register maintained under Section 301 of the Companies Act, 1956.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of fixed assets. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

5. (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1986 have been so entered.

(b) According to the informa tion given to us, there are transactions made in pursuance of contracts or arrangements entered into the register maintained under Section 301 of the Act are reasonable having regard to the prevailing market prices at the relevant time.

6. In our opinion and according to information and explanations given to us, the Company has not accepted deposits from the Director and public within the meaning of section 58A of the Companies Act, 1956 and the rules framed there under are not applicable.

7. The Company does have an internal audit system according to its size and volume of transactions.

8. The Central Government has not prescribed maintenance of cost records under section 209(1) (d) of the Companies Act, 1956 for any of the activities of the Company.

9. The Company is regular in depositing with appropriate authorities applicable undisputed statutory dues including provident fund, income-tax, service tax and other material statutory dues applicable to it.

(a)

According to the information and explanations given to us, there was no undisputed amounts payable in respect of statutory Liabilities outstanding, as at March 31, 2010.

17

Page 20: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

(b) According to the records of the Company, there are no dues.

10. The Company has No accumulated losses as at March 31, 2010

11. The Company has not defaulted in repayment of its dues to banks and financial institutions.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities and therefore Paragraph 4(xii) of the said Order relating to maintenance of documents and records is not applicable

13. The provision of any special statute applicable to chit fund / nidhi / mutual benefit fund/ societies are not applicable to the company.

14. In respect of dealing in shares, securities and other investments, in our opinion and according to the information and explanation given to us, proper records have been maintained of the transactions and contracts and timely entries have been made therein. The shares, securities and other investments have been held by the company in its own name.

15. According to the information and explanations given to us, the Company has not given any guarantee for the Loans taken by Directors from banks or Financial Institutions.

16. According to the information and explanations given to us, the Company has not raised any term loans and therefore Paragraph 4(xvi) of the said Order relating to application of term loan for the purpose for which it was obtained is not applicable.

17. On and overall examination of the balance sheet of the Company, we report that the no funds raised on short-term basis have been used for long term investments.

18. According to the information and explanations given to us, during the year 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.

19. According to the information and explanations given to us, during the year covered by our audit report, the Company has not issued any debentures.

20. According to the information and explanations given to us, the Company has not made any public issue during the period and accordingly Paragraph 4(xx) of the said Order relating to end use of money raised is not applicable.

21. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.

FOR SHYAM C. AGARWAL & CO.

CHARTERED ACCOUNTANTS

Sd/-

SHYAM C. AGARWAL

PROPRIETOR

MUMBAI

DATE: September 2, 2010

18

Page 21: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

PARTICULARS SCH AS AT AS AT

31ST MAR 2010 31ST MAR 2009

RS. RS.

SOURCES OF FUND

SHAREHOLDERS FUND

"A" 51,276,000 51,276,000

SHARE CAPITAL RESERVE & SURPLUS "B" 5,319,366 4,787,593

LOAN FUNDS

"C" 1,356,921 -

SECURED LOANS UNSECURED LOANS - -

DEFERRED TAX LIABILITY - 6,113

57,952,287 56,069,706

APPLICATION OF FUNDS

FIXED ASSETS "D"

2,290,351 2,290,351

2,038,329 1,888,657

GROSS BLOCK LESS : DEPRECIATION & SALE NET BLOCK 252,022 401,694

INVESTMENTS "E" 973,355 4,621,658

DEFERRED TAX ASSETS 24,510 -

CURRENT ASSETS, LOANS & ADVANCE S "F"

- -

138,422 669,711

SUNDRY DEBTORS CASH & BANK BALANCES LOANS & ADVANCES 60,737,204 70,235,869

(A) 60,875,626 70,905,580

LESS: CURRENT LIABILITIES & PROVISIONS "G"

3,939,465 19,839,135

CURRENT LIABILITIES PROVISIONS 233,761 20,091

(B) 4,173,226 19,859,226

NET CURRENT ASSETS (A) - (B) 56,702,400 51,046,354

MISCELLANEOUS EXPENDITURE - -

(To the extent not written off or adjusted)PROFIT & LOSS ACCOUNT - -

57,952,288 56,069,706

NOTES TO THE ACCOUNTS "K"

AS PER OUR REPORT OF EVEN DATEFOR SHYAM C. AGRAWAL & CO . FOR ZENU INFOTEC LIMITED

CHARTERED ACCOUNTANTS

sd/- sd/- sd/-SHYAM C. AGARWAL P.C. DHOOT PANKAJ DHOO TPROPRIETOR DIRECTOR DIRECTORPLACE: MUMBAIDATE : 2nd September, 2010

ZENU INFOTEC LIMITED

BALANCE SHEET AS ON 31ST MARCH, 2010

19

Page 22: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

PARTICULARS SCH CURRENT PREVIOUSYEAR YEAR2010 2009RS. RS.

INCOME

2,711,456 2,753,820

SALES ,SERVICES & INTEREST PROFIT ON SALE OF ASSETS - 598,717

TOTAL 2,711,456 3,352,537

EXPENDITURE

"H" 939,920 970,465

- -

"I" 672,877 884,856

"D" 149,672 243,045

DEPRECIATION

PAYMENT & PROVISION FOR EMPLOYEES JOB WORK CHARGES/PURCHASES ADMINISTRATIVE & SELLING EXPENSES

INTEREST & FINANCIAL CHARGES 222,837 342,560

1,985,306 2,440,926

ZENU INFOTEC LIMITED

PROFIT & LOSS FOR THE YEAR 31ST MARCH, 2010

-

PROFIT / (LOSS) BEFORE TAX 726,150 911,611

225,000 -

- 8,761

(30,623) (1,544)

PROVISION FOR INCOME TAX PROVISION FOR I FBT DEFFERED TAX ASSET INCOME TAX PAID - 42,678

PROFIT / LOSS AFTER TAX 531,773 861,716

ADD : BAL. AS PER PREVIOUS BALANCE SHEET 1,787,593 1,825,877

PROFIT AVAILABLE FOR APPROPRIATION 2,319,366 2,687,593

2,319,366 2,687,593

BALANCE CARRIED TO BALANCE SHEET

EARNING PER SHARE 0.09 0.16

NOTES TO THE ACCOUNTS "P"

AS PER OUR REPORT OF EVEN DATEFOR SHYAM C. AGRAWAL & CO. FOR ZENU INFOTEC LIMITEDCHARTERED ACCOUNTANTS

sd/- sd/- sd/-

SHYAM C. AGARWAL P.C. DHOOT PANKAJ DHOOTPROPRIETOR DIRECTOR DIRECTORPLACE: MUMBAIDATE : 2nd September, 2010

20

Page 23: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

ZENU INFOTEC LIMITED

2009 - 10 2008 - 09

CASH FLOW STATEMENT ANNEXED TO THE BALANCE SHEET AS AT 31ST MARCH, 2010

CASH FLOW FROM OPERATING ACTIVITIES NET PROFIT /(LOSS) BEFORE TAX PAID AND EXTRA ORDINARY ITEMS

726,150

911,611

LESS : EXTRA-ORDINARY ITEMS - -

726,150

911,611

ADJUSTED FOR :

DEPRECIATION

149,672

243,045 OPERATING PROFIT/(LOSS)BEFORE WORKING CAPITAL CHANGES

875,822

1,154,656

ADJUSTED FOR :

CREDITORS (15,911,000) (6,460,888)

INCOME TAX - (42,678)

NET CASH FROM OPERATING ACTIVITIES (A) (15,035,178) (5,348,910)

CASH FLOW FROM INVESTING ACTIVITIES

INVESTMENTS 3,648,303 8,100,000

CAPITAL WORK IN PROGRESS - 19,498,385

LONAS & ADVANCES 9,498,665 (7,054,368)

NET CASH FROM INVESTING ACTIVITIES (B) 13,146,968 20,544,017

CASH FLOW FROM FINANCING ACTIVITIES

PROCEEDS FROM SHORT TERM BORROWINGS

1,356,921

(14,933,962)

NET CASH FROM FINANCING ACTIVITIES (C)

1,356,921

(14,933,962)

NET INCREASE IN CASH & CASH EQUIVALENT (A+B+C)

(531,289)

261,145

OPENING BALANCE OF CASH & CASH EQUIVALENT

669,711

408,566

CLOSING BALANCE OF CASH & CASH EQUIVALENT 138,423 669,711

Amount in (Rs)

21

Page 24: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

FOR SHYAM C. AGRAWAL & CO. CHARTERD ACCOUNTANTS FOR ZENU INFOTEC LIMITED

sd/- SHYAM C. AGARWAL PROPRIETOR

Sd/- P.C.DHOOT DIRECTOR

Sd/- PANKAJ DHOOT DIRECTOR

PLACE: MUMBAI

DATE : 2nd September, 2010

NOTES : 1. CASH & CASH EQUIVALENT CONSISTS OF CASH/CHEQUES IN HAND AND BALANCE WITH BANKS. 2. FIGURES IN BRACKETS REPRESENT OUTFLOW. 3. PREVIOUS YEAR FIGURES HAVE BEEN REGROUPED/REARRANGED, WHEREVER CONSIDERED NECESSARY.

22

Page 25: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

SCHEDULE ATTACHED TO FORMING THE PART OF BALANCE SHEET

SCHEDULE-A

SHARE CAPITAL SHARES OF AS AT AS AT

RS 10/- EACH 31/03/2010 31/03/2009

AUTHORISED EQUITY SHARES 6000000 60,000,000 60,000,000

ISSUED, SUBSCRIBED & PAID UP

EQUITY SHARES FOR CASH 5127600 51,276,000 51,276,000

51,276,000 51,276,000

SCHEDULE -B

RESERVES & SURPLUS AS AT AS AT

31/03/2010 31/03/2009

RESERVE & SURPLUS

1. GENERAL RESERVE A/C

OPENING BALANCE 3,000,000.00 2,100,000

ADD:TRANSFER FROM P & L A/C - 9 00,000

TOTAL(A) 3,000,000 3,000,000

2. PROFIT & LOSS A/C.

OPENING BALANCE 1,787,593 1,825,877

ADD:TRANSFER FROM P & L A/C 531,773 861,716

LESS:TRANSFER TO GENERAL RESERVE - 9 00,000TOTAL(B) 2,319,366 1,787,593

TOTAL(A+B) 5,319,366 4,787,593

SCHEDULE-C

SECURED LOANS AS AT AS AT

31/03/2010 31/03/2009

OVERDRAFT WITH RAMESHWAR COOP BANK LTD 1,356,921 -

(Secured Against Personal Guarantee of Directors) A 1,356,921 -

ZENU INFOTEC LIMITED

23

Page 26: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

SC

HE

DU

LE

- D

FIX

ED

AS

SE

TS

GR

OS

S B

LO

CK

DE

PR

EC

IAT

ION

N

ET

BL

OC

KA

dd

itio

n (

De

du

c-C

ost

as

at

tion

du

rin

g th

e

Co

st a

s a

tP

AR

TIC

UL

AR

S0

1-0

4-2

00

9ye

ar

31

/03

/20

10

As

at 0

1-0

4-0

9F

or

the

ye

ar

As

at 3

1-0

3-1

0S

ale

of A

sse

ts

As

at 3

1-0

3-1

0A

s a

t 3

1-0

3-0

9

FU

RN

ITU

RE

& F

IXT

UR

E7

75

,20

6

77

5,2

06

69

7,2

04

20

,19

5

7

17

,39

9-

57

,80

7

78

,00

2

CO

MP

UT

ER

S1

,51

5,1

45

1,5

15

,14

5

1,1

91

,45

3

12

9,4

77

1

,32

0,9

30

-

19

4,2

15

32

3,6

92

TO

TA

L (

RS

.)2

,29

0,3

51

-

2,2

90

,35

1

1,8

88

,65

7

14

9,6

72

2

,03

8,3

29

-

25

2,0

22

40

1,6

94

SC

HE

DU

LE

S F

OR

MIN

G P

AR

T O

F T

HE

BA

LA

NC

E S

HE

ET

AS

AT

31

ST

MA

RC

H, 2

01

0

ZE

NU

IN

FO

TE

C L

IMIT

ED

24

Page 27: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

SCHEDULE -E

INVESTMENTS(AT COST)-NON TRADE NO OF SHS AS AT AS AT

LONG TERM UNLESS OTHERWISE STATED OF RS 10/- 31/03/2010 31/03/2009

A QUOTED

RASHI INDUSTRIES LIMITED 100 2,200.00 2,200.00

BHARAT FORGE PRINTERS LTD 10000 174,400 174,400

CADILA HOSPITAL LTD 50 2,500 2,500

CREST PAPER LTD 200 5,100 5,100

ESSAR GUJARAT LTD 200 18,580 18,580

GUJARAT SIDDHI CEMENT LTD 500 11,250 11,250

GUJARAT POLY WEAVE LTD 2500 45,037 45,037

JINDAL VIJAYNAGAR LTD 580 5,800 5,800

JAYANT PAPERS LTD 350 48,195 48,195

KEYNOTE CORPORATE SERVICE LTD 2500 387,500 387,500

MARNITE POLYCAST LTD 100 3,750 3,750

NARMADA AGRO LTD 5000 137,500 137,500

RENCO GEARS LTD 500 67,250 67,250

SABOO SODIUM LTD 600 6,000 6,000

SARVODAYA LABS LTD 1000 30,450 30,450

TAI CHONGBANG TEXTILES LTD 200 2,800 2,800

VIDEOCON APPLIANCES 100 10,600 10,600

VIDEOCON INTERNATIONAL LTD 25 3,125 3,125

UNIT TRUST OF INDIA 70 955 955

FLEET WELD LTD 1000 9,850 9,850

TELCO LTD 3 513 513

TRADE-DHOOT INDUSTRIES LTD 226800 - 2,648,303

B UNQUOTED - -

973,355 3,621,658

C INVESTMENT IN PROPERTIES - 1,000,000

TOTAL(A+B+C) 973,355 4,621,658

ZENU INFOTEC LIMITED

SCHEDULE ATTACHED TO FORMING PART OF BALANCE SHEET

25

Page 28: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

SCHEDULE - F

CURRENT ASSETS , LOANS & ADVANCES AS AT AS AT

31/03/2010 31/03/2009

SUNDRY UNSECURED CONSIDERED GOOD - -

DEBTORS DEBIT EXCEEDING SIX MONTHS - -

OTHER DEBTS OVER SIX MONTHS - -

- -

CASH & BANK BALANCES

CASH & CHEQUE IN HAND 132,166 402,667

BANK BALANCE WITH SCHEDULES

BANKS IN CURRENT ACCOUNTS 6,256 267,044

138,422 669,711

LOANS & ADVANCES 60,737,204 70,235,869

60,737,204 70,235,869

SCHEDULE - G

CURRENT LIABILITIES ,PROVISION AS AT AS AT

31/03/2010 31/03/2009

CURRENT LIABILITIES & PROVISIONS

I. CURRENT LIABILITIES

LIABILTIES

a. SUNDRY CREDITORS 3,939,465 9,839,135

b. ADVANCE FROM CUSTOMER ( I ) - 10,000,000

3,939,465 19,839,135

II. PROVISIONS

PROVISION FOR INCOME TAX 233,761 20,091

- -

( II ) 233,761 20,091

4,173,226 19,859,226

SCHEDULE ATTACHED TO FORMING PART OF BALANCE SHEET

TOTAL (I) + (II )

ZENU INFOTEC LIMITED

26

Page 29: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

SCHEDULE - H

PAYMENT TO & PROVISION FOR EMPLOYEES AS AT AS AT

31/03/2010 31/03/2009

PAYMENTS TO AND PROVISION FOR EMPLOYEES

DIRECTORS REMUNERATION 150,000 20,000

SALARY & BONUS 789,920 950,465

STAFF WELFARE - -

939,920 970,465

SCHEDULE - I

ADMINISTRATIVE & OTHER EXPENSES AS AT AS AT

31/03/2010 31/03/2009

COMMISSION - 1 10,000

CONVEYANCE 25,380 25,805

POSTAGE & TELEGRAM 27,290 -

PRINTING & STATIONERY 53,589 50,877

LISTING FEES & REGISTRATION CHARGES 16,695 16,625

AUDITORS REMUNERATION 19,000 19,000

COMPUTER EXPENSES 11,250 520

ELECTRICITY EXPENSES 38,120 38,550

OFFICE RENT 110,000 -

TELEPHONE CHARGES 52,004 51,320

REPAIRS & MAINTENANCE 12,411 -

OFFICE EXPENSES 42,500 10,621

BANK INTEREST & CHARGES 19,481 27,754

ADVERTISEMENT EXPENSES 11,569 40,007

BUSINESS PROMOTION EXPENSES 26,250 -

LEGAL & PROFESSIONAL FEES 17,500 25,796

INTERNET CHARGES 11,600 -

NSDL CHARGES 33,090 22,472

INSURANCES 3,281 -

ACCOUNTS W/OFF - 3 49,753

PETROL & DIESEL EXP. 27,150 10,000

DONATION - 11,200

GENERAL EXPENSES 92,000 74,556

SUNDRY EXPENSES 22,717 - 672,877 884,856

SCHEDULE ATTACHED TO FORMING PART OF BALANCE SHEET

ZENU INFOTEC LIMITED

27

Page 30: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

SIGNIFICANT ACCOUNTING POLICIES:

1. BASIS OF ACCOUNTING:

The financial statement has beenprepared under the historical cost convention principles and

provisions of Companies Act, 1956 asconsistently adopted by the company.

2. FIXED ASSETS:

Fixed Assets are shown at historical cost. Intangible assets are recorded at their cost ofacquisition. Capital expenditure on assets by the company is reflected as a distinct item inCapital Work in Progress till the period of completion and thereafterin the Fixed Assets. Duringthe financial year 2008-2009company has sold land situated at S. No. 159 Hissa No. 2, Po. KashiMira to Anuradha Dhoot& others also flats situated at F.P. No. 1036& 1038, TPS IV, MahimDivision, Prabhadevi, Mumbai are sold to Padam Chand Dhoot& Mr. KailashMalpani.

3. INVESTMENTS:

Current Investments are valued at lower of cost and fair value determined on an individual

basis. Long term investments are carried at cost. Provisionis made for diminution, other than

temporary, in the value of such investment. Premium paid on long term investments is

amortized over the periodremaining to maturity.

4. INCOMERECOGNITION:

Dividendis recognized on the basis of receipt and other revenues are recorded on the basis of

accrual basis.

5. DEPRICIATION:

Depreciationis charged on SLM method at the rates specified in Schedule XIV of the Companies

Assets costing up to Rs.5000/- arefully depreciated in the year of capitalization.

6. MISCELLANEOUS EXPENDITURE:

Preliminary, Pre Operative and Expenses related to Public issue are to be amortized over a

period of ten years.

7. CONTIGENT LIABILITIES:

There are no Contingent liabilities as perceive by the management.

8. The company has investment of Rs. 9,73,355/- in quoted shares and unquoted Shares. The

investments are valued at cost. The valuation of Investment has melt down. There is no

Provision for the probable loss that may arise since sameis considered as to be temporaryin

nature. The company has sold during the year shares of Dhoot Industries Limited to Total

investments Pvt. Ltd. at cost i.e. Rs. 26,48,303/- The shares of the same are suspended.

28

Page 31: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

9. TAXATION:

Deferred Taxation: The Company has accounted for deferred tax in accordance with accounting

standard-22 “Accounting for Taxes on Income’’ issued by the council of the Institute of

Chartered Accountants of India.

10. RELATED PARTY TRANSACTIONS;

Associates: Zenu Infotech Limited

Annanaya Enterprises

Pankaj Dhoot HUF

P.C.Dhoot HUF

Total Investments P. Ltd.

Key Management Personnel Padamchand Dhoot

Pushpadevi Dhoot

Pankaj Dhoot

Anuradha Dhoot

Pankaj Dhoot

TRANSACTIONS WITH RELATED PARTIES:

Nature Of Transactions Associates Co. Key Mgt Personnel

Expenses NIL NIL

Remuneration NIL 1,50,000/-

Amount Outstanding

Unsecured Loans NIL NIL

Sale of Shares 26,48,303/- NIL

11. SEGMENT REPORTING (Accounting Standard17)

Thecompany operates under single business segment of Granites sales& rest major income is

Interest.

12. Thereis no earning in Foreign Exchange nor any expenditure in Foreign Exchange.

13. There are no Sundry Creditors at the end of the year who has registered as Small Scale

Industries. Hence relevant information is not applicable.

14. Previous yearfigures have been regrouped, rearranged and recosted to correspond the figures

of the current year.

29

Page 32: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

EARNING PER SHARE:

PARTICULARS CURRENT YEAR PREVIOUS YEAR

Number Of Shares 51,27,600 51,27,600

Basic& Diluted EPS Of Rs. 10/-each

0.09 0.16

As per our report of the even date

For: SHYAM C. AGRAWAL& CO. For and on Behalf of Board of Directors

ZENU INFOTEC LIMITED.For:

sd/- sd/- sd/-

SHYAM AGRAWAL PADAMCHAND DHOOT PANKAJ DHOOT

DIRECTOR DIRECTORProprietorM. No:- 31774

Mumbai

Dated:2 nd September, 2010

30

Page 33: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

I. Registration Details:

Registration Number L15543MH1992PLC070070

State Code 11Balance Sheet Date 31st March 2010

II. Capital Raised During The Year: (Amount in '000)Public IssueRight IssueBonus IssuePrivate Placement

III. Position of Mobilisation and Deployment of Funds:Total Liabilities 57,952.29Total Assets 57,952.29

Sources of Funds -Paid-up Capital 5,127.60Reserves & SurplusSecured LoanUnsecured LoanDeferred Tax Liability

Application of Funds -Net Fixed AssetsInvestmentsNet Current AssetsMiscellaneous ExpenditureAccumulated Losses

IV. Performance of Company:TurnoverTotal ExpenditureProfit Before TaxProfit After TaxEarning Per Share (in Rs.)Dividend Rate

V. Generic Names of Principle Products of the Company(as per monetary terms )

Product Description Software Sales & Consultancy ServicesInvestment

For SHYAM AGRAWAL & CO. For and on behalf of the BoardChartered Accountants

Sd/- Sd/- Sd/-Shyam C.Agrawal Padam Chand Dhoot Pankaj DhootProprietor Director DirectorMembership No:- 31774Place : MumbaiDate : 2/09/2010

NILNILNILNIL

2711.461985.31

5,319.37NIL

NIL

252.02

NIL

Balance Sheet Abstract and Company's General Business Profile as

per Schedule VI, Part (iv) of the Companies Act, 1956

726.15531.77

0.09NIL

973.3656,702.40

NILNIL

31

Page 34: 2009 - 2010 - bseindia.com · Mr. Hasmukh Mehta ... that require their technology service providers to develop specialized systems, ... an organization must maintain global standards

ZENU INFOTEC LIMITED

Z enu