NOTICE is hereby given that 13th Annual General Meeting of Bamboo Technology Park will be…
Notice
NOTICE
NOTICE is hereby given that the FIRST ANNUAL GENERAL MEETING of the Members of Bamboo Technology Park will be held on Thursday, the 29th day of September, 2011 at 11:00 a.m. at the registered office of the Company to transact the following business:
ORDINARY BUSINESS:
- To receive, consider and adopt the Audited Balance Sheet as at 31st March, 2011 and the Profit and Loss Account for the year ended on that date together with the Directors’ Report and the report of the Auditor’s thereon.
- To appoint Auditors for the current year and fix their remuneration.
- To appoint a Director in place of Shri Abhijit Barooah, who retires by rotation, and being eligible, offers himself for re-appointment.
- To appoint a Director in place of Shri Deepak Kr. More, who retires by rotation, and being eligible, offers himself for re-appointment.
- To appoint a Director in place of Shri Sankarsan Saha, who retires by rotation, and being eligible, offers himself for re-appointment.
SPECIAL BUSINESS:
- To consider, and if thought fit, to pass with or without modification(s) the following resolutions as an Ordinary Resolution:
(a) “RESOLVED THAT in accordance with the provisions of Section 257 and other applicable provisions, if any, of the Companies Act, 1956, Shri Rajesh Prasad, IAS, who was appointed as an Additional Director w.e.f. 16.08.2011 be and is hereby appointed as a Director of the Company, liable to retire by rotation.”
(b) “RESOLVED THAT in accordance with the provisions of Section 257 and other applicable provisions, if any, of the Companies Act, 1956, Dr. Ashish Kumar, who was appointed as an Additional Director w.e.f. 22.06.2011 be and is hereby appointed as a Director of the Company, liable to retire by rotation.”
(c) “RESOLVED THAT in accordance with the provisions of Section 257 and other applicable provisions, if any, of the Companies Act, 1956, Shri Deepak Kr. Goswami, who was appointed as an Additional Director w.e.f. 30.06.2011 be and is hereby appointed as a Director of the Company, liable to retire by rotation.”
- To receive, consider and adopt the Compliance Certificate as per the provisions of Companies (Compliance Certificate) Rules, 2001 for the financial year ending on 31st March, 2011.
- To appoint a Company Secretary in whole-time practice for the current year and to fix their remuneration. The Company Secretary in Whole-Time Practice, M/s Biman Debnath & Associates, Company Secretaries, are eligible for re-appointment.
By order of the Board of Directors
For BAMBOO TECHNOLOGY PARK
Sd/-
Deepak Kumar More
(Director)
Date: 08/09/2011
Place: Guwahati
NOTES:
- A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/ HERSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY. PROXIES IN ORDER TO BE EFFECTIVE MUST BE LODGED WITH THE COMPANY AT ITS REGISTERED OFFICE AT LEAST 48 HOURS BEFORE THE TIME APPOINTED FOR THE MEETING.
- Member desirous of obtaining any information concerning the accounts and operations of the Company are requested to address their questions in writing to the Company at least 10 days in advance before the date of Annual General Meeting, so that the information required may be available at the meeting.
- Shareholders are requested to kindly bring their copies of Annual Report to the Meeting.
EXPLANATORY STATEMENT PURSUANT TO SECTION 173(2) OF THE COMPANIES ACT, 1956:
ITEM NO. 1 (UNDER SPECIAL BUSINESS):
The Board of Directors of the Company had appointed Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami as the Additional Directors of the Company. The term of office of the above directors expires at this Annual General Meeting of the Company. Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami has given their declaration as required under the rules of Companies (Disqualification of Directors under Section 274(1)(g) of the Companies Act, 1956), Rules, 2003 to the effect that they are not disqualified to be re-appointed as a Director of the Company.
The Company has received a notice pursuant to Section 257 of the Companies Act, 1956 together with requisite deposit from a Shareholder of the Company proposing the appointment of Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami.
A copy of the Articles of Association of the Company along with declaration given by Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami are available for inspection at the Registered Office of the Company on all days during working hours upto the date of the Meeting.
Your Directors recommend the resolution for approval of the shareholders.
None of the Directors are interested in this resolution.
ITEM NO. 2 & 3 (UNDER SPECIAL BUSINESS):
As your Company’s paid up capital is between the range of Rupees Ten Lakhs and Rupees Five Crores, thus as per section 383A of the Companies Act, 1956 it has become mandatory for the company to obtain a Compliance Certificate from a Practicing Company Secretary. Hence, the Compliance Certificate issued by M/s Biman Debnath & Associates, Company Secretaries, Guwahati is placed before this meeting.
The Board recommends the approval of the resolution by the members.
None of the directors of the company is interested or concerned in the above resolution.
DIRECTORS’ REPORT
Dear Members,
Your Directors have the pleasure in presenting to you the First Annual Report and the Audited Accounts for the financial year ended 31st March, 2011.
BAMBOO TECHNOLOGY PARK AT A GLANCE:
Your Company was incorporated on 11th June, 2010 as a Section 25 Company to augment the existing Bamboo clusters of Assam and to provide them with better technical knowhow. The Company is implementing a project to set up a state of the art Common Facility Centre to provide Pre and Post production facility at Chaygaon in Kamrup (rural) District of Assam for the nearby clusters. The project will ultimately become the hub for sourcing and marketing of bamboo products. The project is being implemented under Industrial Infrastructure Up-gradation Scheme (IIUS) launched by the department of Industrial Promotion and Policy (DIPP), Government of India.
PROJECT IMPLEMENTATION:
Our project is now on implementation stage. We have taken a plot of land on 60 years of lease measuring 60 Bighas from AIIDC, necessary cost amounting to ` 160.59 Lakhs have been paid to AIIDC. Land development work is completed. The work order of construction of Boundary wall has been issued on 29.08.2011. Tender notice for Marketing Center and Bamboo processing machineries has been published and offers received are under scrutiny.
FINANCE:
The approved means of finance for the project are as under:
|
Means of Finance |
Cost (` Crores) | |
| Central grant under the IIUS |
52.63 |
|
|
|
Industry Contribution |
3.90 |
| Term Loan |
5.75 |
|
|
Grand Total |
62.28 |
An amount of ` 15.79 Crores has been received as 1st installment of grant in aid from the Government of India. An amount of ` 2.33 Crores has been received as industry contribution out of which 11,70,000 Equity shares have been issued at ` 10 per share for a total sum of ` 1.17 Crore. The balance amounts have come as share application money.
FINANCIAL RESULTS:
The standalone performance of the Company for the financial year ended 31st March, 2011 is summarized below:
| Particulars |
For year ending 31-03-2011 (in `) |
| Income (from other sources being Interest Income) |
2,757,546.00 |
| Expenditure |
— |
| Surplus Before Depreciation |
2,757,546.00 |
| Less: Depreciation |
— |
| Surplus after Depreciation |
2,757,546.00 |
| Less: Provision for Taxation: Current TaxDeferred Tax |
885,294.00 — |
| Surplus after Tax |
1,872,252.00 |
| Transfer to General Reserve |
— |
| Balance carried forward to Balance Sheet |
1,872,252.00 |
FINANCIAL PERFORMANCE:
The Directors are pleased to inform that the overall performance of the Company during the year under report was satisfactory. Your Directors are hoping for improvement in the overall operations of the Company during the years to come.
CHANGE IN BOARD OF DIRECTORS:
Since this the First Annual General Meeting of the Company all directors named in the Article of Association of the Company are liable to retire by rotation as the provisions of Companies Act, 1956.
During the period under review, there were three changes in the Board of Directors of the Company. Shri Rajesh Prasad, IAS joined as Director in place of Dr. Balaji, IAS w.e.f. 16th August, 2011. After the ending of the financial year Dr. Jujjavarapu Balaji, IAS, Director of the Company was replaced from the Board as he had to move for his new assignment.
Further Dr. Ashish Kumar and Shri Deepak Kr. Goswami were also joined as Directors on the Board of the Company w.e.f. 22nd June, 2011 and 30th June, 2011 respectively. Their term will expire at this Annual General Meeting and the Director being eligible has offered them for re-appointment.
The Company has received declaration submitted by Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami pursuant to Section 274(1) (g) stating that they are not disqualified to be appointed as Director of the Company along with Notice from one of its member proposing a resolution to be passed in the forthcoming Annual General Meeting, relating to the appointment of Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami as Directors of the Company, with required fee being deposited by the concerned member.
The Board recommends the appointment of Shri Rajesh Prasad, IAS, Dr. Ashish Kumar and Shri Deepak Kr. Goswami in the greater interest of the Company.
AUDITORS:
The Company’s Statutory Auditors M/s Sanjoy K. Das & Co, Chartered Accountants hold office upto the conclusion of the ensuing Annual General Meeting. The Board of Directors is considering the appointment of a new Auditor M/s K.P. Sarda & Co., Chartered Accountants, Guwahati as the Statutory Auditor of the Company for the Financial Year 2011-2012. The Members are requested to consider the matter and if deemed fit pass necessary resolution appointing M/s K.P. Sarda & Co., Chartered Accountants, Guwahati as the Statutory Auditor.
AUDITOR’S REPORT:
The Auditor’s observations and the Notes on Accounts are self-explanatory and therefore, do not call for any comments.
PARTICULARS OF EMPLOYEES:
The information pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of the Employees) Rules, 1975 is not required to be annexed since there is no employee drawing more than the limits specified in the said section.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EARNINGS AND OUTGO:
The information under this head is not required to be given as the Company has not yet commenced it activities.
There is no foreign earnings and outgo during the period under review.
SECRETARIAL COMPLIANCE REPORT:
Pursuant to the provisions of Section 383A of the Companies Act, 1956, the Compliance Certificate issued by M/s Biman Debnath & Associates, Company Secretary in Practice is placed before the meeting and is available for the perusal of the members.
The Directors recommends the approval of the said report and the re-appointment of M/s Biman Debnath & Associates for the next financial year.
DIRECTORS RESPONSIBILITY STATEMENT:
In terms of the provisions of Section 217(2AA) of the Companies Act, 1956, your Directors declare that:
(a) in the preparation of the annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;
(b) 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;
(c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; and
(d) they have prepared the annual accounts on “Going Concern Basis.
ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation of the co-operation and assistance received from shareholders, debenture holder, bankers, regulatory bodies and other business constituents during the year under review. Your Directors also wish to place on record their deep sense of appreciation for the commitment displayed by all executives, officers and staff resulting in the successful performance of the Company during the year.
By order of the Board of Directors
For BAMBOO TECHNOLOGY PARK
Sd/- Sd/-
Deepak Kumar More Abhijit Barooah
(Director) (Director)
Date: 08/09/2011
Place: Guwahati
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