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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014ANNUAL REPORT - 2014ANNUAL REPORT - 2014ANNUAL REPORT - 2014ANNUAL REPORT - 2014ANNUAL REPORT - 2014
Registered Office:
Shop No. 3, Hemu Castle, Dadabhai Road,
Near Gokhilbai School, Vile Parle (W), Mumbai – 400056
CORPORATE INFORMATION
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
BOARD OF DIRECTORSMr. Hiten Mehta Mr. Jai Prakash JindalMr. Paresh MahajanMr Sameer Relia
Company Secretary & Compliance OfficerMs. Nishu Goyal
REGISTERED OFFICEShop No. 3, Hemu Castle,Dadabhai Road, Near Gokhibai SchoolVile Parle (West)Mumbai – 400056Tel : 022-26241111Fax :022-26241104Email : odysseycl9999@gmail.com
AUDITORSM/s. CLB & AssociatesChartered Accountants,77, Mulji jetha building
rd3 floor,185-187, Princess streetMarine Lines, Mumbai – 400002Tel : 022-22066860Fax : 022-22052224Email : clb.fca@gmail.com
BANKERSICICI Bank Ltd.Corporation Bank Ltd.Canara Bank
REGISTRAR & TRANSFER AGENTBig Share Services Pvt. Ltd.E-2, Ansa Industrial Estate,Saki Vihar Road, Sakinaka,Andheri (East), Mumbai 400 07
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
CONTENTS
Notice………………………………………………….
Directors Report……………………………………..
Corporate Governance Report…………………………………..
Management & Analyst Report …………………………………….
Auditor's Report…………………………………….
Balance Sheet…………………………………………
Statement of Profit and Loss Account………………..
Cash Flow Statement………………………….
Significant Accounting Policies……………………………..
Notes Forming Part of Accounts……………………
Consolidated Auditor's Report…………………………………….
Consolidated Balance Sheet…………………………………………
Consolidated Statement of Profit and Loss Account………………..
Consolidated Cash Flow Statement………………………….
Consolidated Significant Accounting Policies……………………………..
Consolidated Notes Forming Part of Accounts……………………
Statement pursuant to Section 212 of the Companies Act,1956 Proxy Form & Attendance Slip
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ODYSSEY CORPORATION LIMITED
NOTICE
Notice is hereby given that the NINETEENTH Annual General Meeting of the Members of the Company will be held at Shop No. 3, Hemu Castle, Dadabhai Road, Near Gokhibai School, Vile
THParle (W), Mumbai – 400056 on, Saturday, 27 September, 2014 at 11.00 A.M. to transact the following business:
Ordinary Business:1. To receive, consider and adopt the Audited Balance Sheet and the Profit & Loss Account for the
styear ended 31 March 2014 and the Directors' Report and Auditors' Reports thereon.2. To appoint a Director in place of Mr. Hiten R Mehta (holding DIN: 01875252) who retires by
rotation and being eligible to offer himself for re appointment.3. To appoint the auditor of the company and to fix their remuneration and this regard to
Consider, and if thought fit ,to pass with or without modification (s), following resolution as an ordinary resolution “RESOLVED THAT M/s. CLB & Associates, Chartered Accountants, FRN 124305W be and are hereby appointed as Statutory Auditor's of the Company as per section 139 (1)of the Companies Act 2013,at a remuneration that may be decided by the Board of Directors in consultation with the Auditor's, provided that the re appointment shall be from the conclusion of this annual General Meeting to the conclusion of next three annual General Meetings of the company and that the appointment shall be subject to ratification by the members at every Annual General Meeting to be held during the said period.
SPECIAL BUSINESS:
4) To consider and, if thought fit, to pass with or without modification, the following resolution
as an 'Ordinary Resolution':
To appoint Mr. Sameer Relia (holding DIN: 01147315) as an Independent Director and in this
regard to consider and if thought fit, pass, with or without modification (s), the following
resolution as an Ordinary Resolution:
“RESOLVED that pursuant to the provisions of Sections 149, 150, 152 and any other applicable
provisions of the Companies Act, 2013 and the rules made there under (including any statutory
modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to the
Companies Act, 2013, Mr. Sameer Relia (holding DIN : 01147315), Director of the Company
whose period of office is liable to determination by retirement of directors by rotation and who,
pursuant to the provisions of the Companies Act, 2013 (being an independent director) is no
longer liable to retire by rotation and who in accordance with the Companies Act, 2013 is
required to be appointed as an independent director and in respect of whom the Company has
received a notice in writing from a member proposing his candidature for the office of Director,
be and is hereby appointed as an Independent Director of the Company .
For and on Behalf of the Board of DirectorsSd/-
Hiten R MehtaDirector Place : Mumbai
thDated : 4 September,2014
ANNUAL REPORT - 2014
NOTES: -
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and to vote on a poll instead of himself and such proxy need not be a member of the company. The instrument appointing the proxy shall be deposited at the registered office of the company not later than 48 hours before the time fixed for holding the meeting in default, the instrument of proxy shall not be treated as valid.
2. The Register of members and Share Transfer Books of the Company will remain closed th thfrom 24 September, 2014 to 27 September, 2014 (both days inclusive).
3. Members are requested to bring their copy of Annual Report along with them as copies of the same will not be distributed at the meeting.
4. Members desirous of asking any questions at the Annual General Meeting are requested to send their questions so as to reach the Company at least 10 days before the Annual General Meeting so that the same can be suitably replied.
5. Members / Proxies are requested to produce the Attendance Slip at the entrance of the Hall.
6. Members are requested to intimate change of address, if any, to the company quoting reference to their Registered Folio Number.
7. The Explanatory Statement pursuant to Section 102 (1) of the Companies Act, 2013 in respect of the business under item, 4 set out above is annexed hereto.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
ANNEXURE TO THE NOTICE:
STATEMENT PURSUANT TO SECTION 102 (1) OF THE COMPANIES ACT, 2013 (“The Act”) The following statement sets out all material facts relating to Special Business mentioned in accompanying Notice:
ITEM NO. 4
The following Explanatory Statement sets out the material facts relating to the business under items 4, of
the accompanying Notice:
Mr. sameer Relia is an Independent Directors of the Company. He joined the Board of Directors of the
company . The Securities and Exchange Board of India (SEBI) has amended Clause 49 of the Listing
Agreement inter alia stipulating the conditions for the appointment of independent directors by a listed
company. It is proposed to appoint Mr. Anil Sameer Relia as Independent Director under Section 149 of
the Act and Clause 49 of the Listing Agreement to hold office for 5 (five) consecutive years for a term up to
31st March 2019. The Company has received notices in writing from members along with the deposit of
requisite amount under Section160 of the Act proposing the candidatures of f Mr. Sameer Relia for the
office of Directors of the Company. Mr. Sameer Relia is not disqualified from being appointed as Directors
in terms of Section 164 of the Act and has given his consent to act as Director. The Company has also
received declarations from Mr. Sameer Relia that they meet with the criteria of independence as
prescribed both under sub-section (6) of Section 149 of the Act and under Clause 49 of the Listing
Agreement. In the opinion of the Board, Mr. Sameer Relia fulfill the conditions for appointment as
Independent Director as specified in the Act and the Listing Agreement. Mr. Sameer Relia is independent
of the management. In the opinion of the Board of Directors, Mr. Sameer Relia, the independent Director
proposed to be appointed, fullfills the conditions specified in the Companies Act, 2013 and the rules made
there under and he is independent of the management. Copy of the draft letters for respective
appointments of Mr Sameer Relia as Independent Director setting out the terms and conditions are
available for inspection by members at the Registered Office of the Company during normal business
hours on working days upto the date of AGM. This Statement may also be regarded as a disclosure under
Clause 49 of the Listing Agreement with the Stock Exchange. Mr. Sameer Relia is interested in the
resolutions set out respectively at Item Nos. 4 of the Notice with regard to their respective appointments.
The relatives of Mr. Sameer Relia may be deemed to be interested in the resolutions set out respectively at
Item Nos. 4 of the Notice, to the extent of their shareholding interest, if any, in the Company. Save and
except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives
are, in anyway, concerned or interested, financially or otherwise, in these resolutions. The Board
commends the Ordinary Resolutions set out at Item Nos 4 of the Notice for approval by the shareholders
For and on Behalf of the Board of DirectorsSd/-
Hiten R MehtaDirector Place : Mumbai
thDated : 4 September,2014
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
DIRECTORS' REPORT
To The Members,ODYSSEY CORPORATION LIMITED
thThe Directors have pleasure in presenting the 19 Annual Report of the Company together with the Audited Annual Accounts for the year ended March 31, 2014
CONSOLIDATED FINANCIAL RESULTS
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jai Prakash Jindal
PARTICULARS Year ended March 31, 2014 Rs (In ‘000)
Year ended March 31, 2013 Rs (In ‘000)
Income 43235 46224 Less: Expenditure 48863 54424 Pro�it/(Loss) before depreciation and taxes (5628) (8200) Less: Depreciation 964 989 Net Pro�it/(Loss) before tax (6592) (9189) Less: Provision for Tax -- 703 Less: Provision for Deferred Tax (9365) (463) Less: Provision for Fringe Bene�it Tax - - Less: Provision for MAT Credit available - - Net Pro�it/(Loss) after tax 2840 (9429) Less Minority Interest (45) (46) Pro�it & Loss After Tax & Minority Interest 2886 (9383) Add: Balance b/f 60641 67138 Less: Income Tax of earlier years Add: Excess Provision of tax (earlier Years) Add : Prior Period adjustment
Pro�it available for Appropriation 60641 57755 Less : Proposed Dividend Balance carried to balance sheet 60641 57755
OPERATIONS : During the year under report, the Company has net Loss of Rs. 28,40,853 /- (Rupees Twenty Eight Lacs Fouty Thousand Eight Hundred fifty Three only
ANNUAL REPORT - 2014
DIRECTORS' REPORTTo The Members,ODYSSEY CORPORATION LIMITED
thThe Directors have pleasure in presenting the 19 Annual Report of the Company together with the Audited Annual Accounts for the year ended March 31, 2014
STANDALONE FINANCIAL RESULTS
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ODYSSEY CORPORATION LIMITED
PARTICULARS Year ended March 31, 2014 Rs (In ‘000)
Year ended March 31, 2013 Rs (In ‘000)
Income 43234 45368 Less: Expenditure 42893 53968 Pro�it/(Loss) before depreciation and taxes 342 (8600) Less: Depreciation 805 830 Net Pro�it/(Loss) before tax (462) (9430) Less: Provision for Tax - 703 Less: Provision for Deferred Tax (9365) (463) Less: Provision for Fringe Bene�it Tax - - Less: Provision for MAT Credit available - - Net Pro�it/(Loss) after tax (8971) (9670) Add: Balance b/f 77344 87014 Less: Income Tax of earlier years Add: Excess Provision of tax (earlier Years) Add : Prior Period adjustment
Pro�it available for Appropriation 67585 77344 Less : Proposed Dividend NIL NIL Balance carried to balance sheet 67585 77344
OPERATIONSDuring the year under report, the Company has net Profit of Rs.8970874 /- (Rupees Eighty Nine Lacs fifty Eight Thousand five hundred seventy five only) .
MANAGMNRT DISCUSSION AND ANALYSIS REPORT:The Management Discussion and Analysis for the year 2013-14 and a detailed report on Corporate Governance, as required under Clause 49 of the Listing agreement executed with the Stock Exchanges, are given in separate sections forming part of the Annual Report.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
A Certificate from Statutory Auditors of the company, M/s. CLB & Associates confirming compliance with the conditions of Corporate Governance stipulated in Clause 49 is annexed to the report on Corporate Governance�INTERNAL CONTROL SYSTEM AND THEIR ADEQUACYThe company has adequate internal control systems in place. With a view to monitor the Company's performance as well as to make sure that internal checks and controls are operating properly, the Company has appointed external firms of Chartered Accountant as Internal auditor. The audit committee ensures that the internal control systems are adequate and working effectively.
DIRECTORS' RESPONSIBILITY STATEMENT Pursuant to the provisions of section 217(2AA) of the companies Act, 1956 the
Directors confirm that:
(i) in preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any;
(ii) They have selected the 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 at the end of the financial year under review and for the profit or loss of the Company for that period;
(iii) 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) They have prepared the Annual Accounts on a going concern basis.
DIVIDENDDue to not having a sufficient distributable profit for the current year the Board of Directors of the Company has not recommended any dividend on the equity share of the Company
FIXED DEPOSITThe Company has not accepted / renewed any Fixed Deposits from Shareholders, Directors and public during the year under review.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
DIRECTORSIn accordance with the provisions of the Companies Act, 1956 and the articles of association Mr. Hiten R Mehta would retire by rotation at the ensuing Annual General Meeting and is eligible for re-appointment, offers himself for re-appointment.
SUBSIDIARY COMPANIES:The Company has the following subsidiary companies1. Odyssey Infrabuild Private Limited.
2. Odyssey Global Private Limited.
3. Odyssey Media and Entertainment Private Limited.
4. Odyssey Group PTE. Limited.
As per Section 212 of the Companies Act, 1956.The Company is required to attach the Director's Report, Balance Sheet, and Profit and Loss Account of subsidiaries. In
thaccordance with the general circular No. 2/2011 dated 08 February, 2011, has provided an exemption to companies from complying with Section 212, provided such companies publish the audited consolidated financial statement in the Annual Report. Accordingly, the Balance Sheet, Profit and Loss and other documents of the subsidiaries are not being attached with the Balance Sheet of the Company. The company will make available the Annual accounts of the subsidiary companies and the related detailed information to any member of the Company who may be interested in obtaining the same. These documents will also be kept open for inspection during the business hours at the Registered Office of the Company. The Consolidated Financial Statements presented by the company include the financial results of its subsidiary companies.
AUDITORS �M/s. CLB & ASSOCIATES, Chartered Accountants, hold office until the conclusion of ensuing annual General Meeting and being eligible offer themselves for re-appointment as Auditors of the Company.
The Company has received letter from M/s. CLB & ASSOCIATES., Chartered Accountants to the effect that ,their appointment ,if made would be in the prescribed limit under 141(3)(g) of the Companies Act, 2013 and that they are not disqualified for re appointment.
The Notes in the Financial statement referred to in the Auditor's report are self explanatory and do not call for any further comments.COST AUDITORThe central Government had not directed an audit of cost accountants maintained by the company in respect of all its products.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Place: MumbaithDate: 14 August, 2014
By Order of the BoardFor Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & RISK ANALYSIS REPORTAs required by clause 49 of the listing agreement entered into with the Stock Exchange, a detailed report on the Corporate Governance and Management Discussion & Risk Analysis Report is attached to this report. Auditor's certificate regarding compliance of the conditions of the Corporate Governance stipulated under the said clause is also attached to this Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGODuring the year, the Company has not consumed any source of energy, absorbed any new technology and transacted in foreign exchange. Hence information as per clause (e) of sub-section (1) of section 217 of the Companies Act, 1956 read with the companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is not applicable.
PARTICULARS OF EMPLOYEESThe Provisions of section 217(2A) of the Companies Act,1956 read with the companies (Particulars of Employees) Rules 1988, as amended are not applicable to the company, as there are no employees whose remuneration is in excess of the limits prescribed as amended till date.
LISTING The equity shares of the company are at present listed with the Bombay Stock Exchange Limited. The Company is regular in payment of listing fee.
CASH FLOW STATEMENTIn conformity with the provisions of clause 32 of the Listing Agreement and requirement of Companies Act, 1956 the cash flow statement for the year ended 31.03.2014 is annexed here to.
ACKNOWLEDGMENT The Board of Directors expressed deep gratitude for the assistance, co-operation and support extended to your company by the bankers of the company, customers as well as the investing community and look forward to their continued support.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Report on Corporate Governance
COMPANY'S PHILOSOPHY:
Your Company has implemented the Guidelines of Corporate Governance in terms of Clause 49 of the listing Agreement executed with the Bombay Stock Exchange. The Company's philosophy on good Corporate Governance is maintained by being transparent, accounting implementing policies, setting and adhering to appropriate disclosure norms, learning and implementing best-in-class Board practices and displaying consistently high standards of corporate conduct towards its stakeholders.
I. BOARD OF DIRECTORS:
a) Composition of the Board:As on 31 March 2014, Odyssey's Board comprised of Four Directors. The Board functions either as a full Board or through committee. Policy formulation, setting up of goals and evaluation of performance and control functions vests with the Board while the Committees look after operational issues.
Mr. Paresh Mahajan� � - Non Executive & Independent
Mr. Jai Prakash Jindal - Non Executive & Independent
Mr. Sameer Relia -� Non Executive & Independent
Mr. Hiten Mehta -� Non Executive Director
b) Number of Board Meetings:nd th
In 2013-14, the Board of the Company met Nine times on ,2 April,2013.30th May 2013,6 thJune ,2013,25 July,2013, 14th August 2013, 5th September 2013, 14th November 2013,24
December,2013 and 14th February 2014 .
c) Directors' Attendance Record and Directorships: The attendance record of each director at the Board of Directors Meeting and at previous Annual General Meeting along with details of membership and/or chairmanship in Boards/or Committees is given below:
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Composition of the Board / No. of Board Meetings/ Attendance record & Directorship etc:
None of the Non Executive Directors have any material pecuniary relationship or transaction with the Company.
Directors sitting fees of Rs.250 Per head per meeting was paid to all the Directors for physically attending meetings of the Board, Audit committees.
II. BOARD COMMITTEES:
The board has constituted the following committees of Directors:
a. Audit Committee
b. Remuneration Committee
c. Shareholder's Grievance Committee
a) Audit Committee:As on 31 March 2014, Audit Committee consisted of Mr. Paresh Mahajan, Mr. Jai Prakash Jindal and Mr. Sameer Relia as members of the Committee. Mr. Paresh Mahajan and Mr. Sameer Relia are independent Directors. The Committee met Four times during the course
th th th hof the year on 28 May 2013, 13 August 2013, 13 November 2013 and 13 February 2014.
Name of the Directors
Category of Directorship
Attendance Particulars No. of other Directorships and Committee membership / Chairmanships in other Indian public companies
Number of Board Meetings
Last AGM
Other Directorships
Committee Memberships
Committee Chairmanships
Held Attended
Mr. Paresh Mahajan
Non Executive Independant
9 9 Yes --- --- ---
Mr. Hiten Mehta
Non Executive Promoter
9 9 Yes 5
Mr. Sameer Relia
Non-Executive Independant
6 6 Yes 1 --- ---
Jai Prakash Jindal
Non-Executive Independant
9 8 Yes 3
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Attendance record of Audit Committee members for 2013-14:
Name of Members Status Nature No. of Meetings of Directorship Held Attended
Mr. Paresh Mahajan Chairman Non Executive 4 3Independent Director
Mr. Samir Relia Member Non Executive 4 2Independent Director
Mr. Jai Prakash Jindal Member Non Executive 4 3Non Executive Director
Representatives of the statutory auditors are regularly invited by the Audit Committee to
its meetings. The terms and composition of the Audit Committee confirm to the
requirement of Section 292A of the Companies Act, 1956.
Terms of reference: (a) Review of the Company's financial reporting process and financial statements.(b) Review of accounting and financial policies and practices.(c) Review of Internal control systems.(d) Discussion with Statutory Auditors on any significant findings and follow-up
thereon.(e) Reviewing the Company's financial and risk management policies.
The Statutory Auditors are invitees to the Meeting.
Powers of Audit Committee:
The Audit Committee has the following powers:I To investigate any activity within its terms of reference;ii) To seek information from any employee;iii) To obtain outside legal or other professional advice;iv) To secure attendance of outsiders with relevant expertise, if it considers necessary.
b) REMUNERATION COMMITTEE: Remuneration Committee comprise of Mr. Paresh Mahajan and Mr. Sameer Relia. Mr. Paresh Mahajan and Mr. Sameer Relia are independant Directors. During the financial
thyear, one meeting of Committee was held on 30 June 2013 to recommend the sitting fee payable to the all the Non executive Directors.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
C) SHAREHOLDERS'/INVESTORS' GRIEVANCES COMMITTEE:The Shareholders'/Investors' Grievance Committee consisted of Mr. Paresh Mahajan – Chairman and Mr. Sameer Relia & Mr. Hiten Mehta. The Committee looks into all matters related with the transfer of securities it also specifically looks into redressing complaints of shareholders and investors such as transfer of shares, transmission of shares, issue of share certificates, non-receipt of Annual Report and non-receipt of declared dividends. The Committee comprises three members; The Committee met Four times during the year. During the year all the complaints received from Shareholders were duly replied and
stresolved. No complaint was pending as on 31 March, 2014. Transfer committee
Attendance record of Shareholders'/Investors' Grievances Committee for 20132014:
Name of Members Category Nature of Directorship No. of Meetings Held Attended Mr. Paresh Mahajan Chairman Non Executive 4 4 Independent Director Mr. Sameer Relia Member Non Executive 4 4 Independent Director Mr. Hiten Mehta Member Non Executive 4 4
d) CODE OF CONDUCT:
The Board of Odyssey Corporation Limited has adopted and laid down a code of conduct for
all Board members and Senior Management of the company. All Board members and
Senior Management personnel have affirmed compliance with the Code of Conduct. The
declaration by the Chief Executive Officer in this respect appears elsewhere in this report.
e) INVESTOR COMPLAINTS
The Company received some complaints from shareholders during the year as shown
below. These complaints were resolved to the satisfaction of the shareholders. The average
time taken by the Company to resolve complaints was 15-20 days.
Nature of complaint Complaints Complaints Complaints
received redressed Pending
Non-receipt of share certificates 1 1 1
Non-receipt of dividend/interest warrant - - -
Non-receipt of annual report - - -
Non-completion of transfer procedure - - - Total 1 - -
III. Subsidiary CompaniesAs per provisions of Listing Agreement of the Stock Exchange, Odyssey Corporation Limited has following Subsidiary companies.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
1. Odyssey Infrabuild Private Limited.2. Odyssey Global Private Limited.3. Odyssey Media and Entertainment Private Limited.4. Odyssey Group PTE. Limited.
IV. DISCLOSURES:a) There were no materially significant related party transactions during the year that
may have potential conflict with the interest of the Company at large.b) There were no instances of any material non compliance during the last three years by
the Company on any matter related to capital markets. There was no penalties imposed nor did strictures pass on the company by stock exchanges, SEBI or any statutory authority.
c) All disclosures relating to financial and commercial transactions where Directors may have a potential interest are provided to the Board, and the interested Directors do not participate in the discussion nor do they vote on such matters.
d) The Company has followed the Accounting Standard issued by the Institute of Chartered Accountants of India (ICAI) in preparation of its financial statements and there were no Audit qualification in this regard.
e) Transactions with related parties are disclosed in Notes forming part of the Accounts' annexed to the financial statements of the year.
f) In terms of Clause 49(v) the listing Agreement, the Chief Executive Officer have st
furnished a certificate for the financial year ended 31 March 2014 to the Board of Directors of the Company with respect to accuracy of financial statements and adequacy of internal controls, The said certificate is attached at the end of the report.
V. General Body Meetings:Date, time and venue for the last three annual general meetings are given below.
Financial year Date Time Venue
2010-2011 30th Sept 2011 11.00 A.M
Shop No. 3,Hemu Castle,Dadabhai Road,Nr.Goklibai School,Vile Parle (W) Mumbai 400010
2011-2012 29th Sept 2012 11.00 A.M
Shop No. 3,Hemu Castle,Dadabhai Road,Nr.Goklibai School,Vile Parle (W) Mumbai 400010
2012-2013 30th Sept 2013 11.00 A.M
Shop No. 3,Hemu Castle,Dadabhai Road,Nr.Goklibai School,Vile Parle (W) Mumbai 400010
Resolutions under None of the business required to be transacted at the forthcoming Annual General Meeting is proposed to be passed by postal ballot.
Details of last three Annual General Meetings:
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
VI. MEANS OF COMMINICATION:The Company regularly intimates unaudited as well as audited results to the stock exchanges immediately after these are taken on record by the Board.
VII. MANAGEMENT DISCUSSION & ANALYSIS.The Management Discussion and Analysis for the year 2013-14 and a detailed report on Corporate Governance, as required under Clause 49 of the Listing agreement executed with the Stock Exchanges, are given in separate sections forming part of the Annual Report. A Certificate from Statutory Auditors of the company, M/s. CLB & Associates confirming compliance with the conditions of Corporate Governance stipulated in Clause 49 is annexed to the report on Corporate Governance
VIII. GENERAL SHAREHOLDERS INFORMATION:
a) Annual General Meeting:th
Date : � 27 September, 2014 Time : � 11.00 AM Venue : Shop No. 3, Hemu Castle, Dadabhai Road, Near Gokhilbai School, Vile Parel (W), Mumbai - 400056.
b) Financial Calendar:st st
1 April to 31 March.
a) Potential Time of Quarterly Results: First quarter � : Second week of August 2013� Second quarter : Second week of November 2013 Third quarter� : Second week of February 2014 Fourth quarter� : Last week of May 2014
d) Book Closure:The books will be closed from 24.09.2014 to 27.09.2014 (both days inclusive) as Book closure for the Annual General Meeting.
e) Listing:Equity shares of Odyssey Corporation Limited are listed on the Bombay Stock Exchange Limited.
The Company has paid annual listing fees for the financial year 2014-15.
BSE Stock Codes: 531996
f) ISIN for Dematerialization : INE839E01023
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
g) Market Price Data: The monthly high and low prices of company's equity shares at Bombay Stock
High and Low Prices at the BSE Month High
(Rs.) Low (Rs.)
April 2013 41.50 34.00
May 2013 54.80 32.85
June 2013 67.30 54.60
July 2013 101.00 65.80
August 2013 90.00 67.80
September 2013 64.45 51.40
October 2013 52.80 43.10
November 2013 51.00 34.45
December 2013 45.00 36.25
January 2014 43.70 24.75
February 2014 31.20 21.60
March 2014 35.85 13.75
h) Shareholding Pattern:
Share Holding Pattern as on 31 March 2014 given below:
Category No. of shares
held Shareholding
%
Promoters 16920342 42.9514
Mutual Funds/UTI & Banks
--- ----
Private Bodies Corporate 6669989 16.9314
Resident Individuals 10871156 27.5958
NRIs FIIs
2051
4663708
.0052
11.8386
Clearing Members 266954 0.6776
Total 39394200 100.00
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
sti) Distribution of shareholding as on 31 March 2014:
Range (in Rs) Number of
shareholders Shares amount (in Rs)
Shareholding %
Up to 5000 461 637575 0.3237
5001 to 10,000 76 673220 0.3418
10,001 to 20,000 73 1133695 0.5456
20,001 to 30,000 50 1262630 0.6410
30,001 to 40,000 21 774580 0.3932
40,001 to 50,000 49 2401125 1.2190
50,001 to 1,00,000 65 4651640 2.3616
1,00,001 and above 114 185436535 94.1441
Total 909 196971000 100.00
j) Share Transfer System :The Company's shares are compulsorily traded in dematerialised form and are available for trading on both NSDL & CDSL. Share Transfer in physical form is approved by Shareholders/Investor Grievances Committee of Directors at regular interval to ensure that the Share Transfer complete in all respects are given effect to within valid period from the date of receipt.
k) Registrar & Transfer Agent:The company has appointed a Registrar and Share Transfer Agent, M/s. BIG SHARE SERVICES PVT LTD. E-2, Ansa Industrial Estate, Saki Vihar Road, Sakinaka, Andheri [East], Mumbai 400 072.
M/s. BIG SHARE SERVICES PVT LTD, which is fully equipped to carry out share transfer activities and redress investor complaints.
stl) Dematerialisation of Shares as on 31 March, 2014:The Shares of the Company are compulsorily traded in dematerialised form, 99.7521% of
stequity shares are dematerialised as on 31 March, 2014.
m) Investor Correspondence Address: Big Share Services Pvt. Ltd. E-2, Ansa Industrial Estate, Saki Vihar Road, Sakinaka, Andheri [East], Mumbai 400 072.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Declaration regarding Compliance of code of Conduct should be inserted which has to be signed by the Chief Executive Officer
D E C L A R A T I O N
Annual Declaration by Chief Executive Officer (CEO) / Chairman / Managing Director (MD) pursuant to Clause 49(i)(d)(ii) of the Listing Agreement
As the Chief Executive Officer (CEO) /Chairman / Managing Director (MD) of ODYSSEY CORPORATION LIMITED provided under Clause 49 (i)(d)(ii) of the Listing Agreement. I hereby declare that all the Board members and Senior Management personnel of the company have confirmed compliance with the code of conduct for the financial year ended 31 March 2014.
ANNUAL REPORT - 2014
thDate 30 May, 2014 Place: Mumbai
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jai Prakash Jindal
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ODYSSEY CORPORATION LIMITED
Auditor's Certificate on Corporate Governance
To,The MembersOdyssey Corporation Limited
We have examined the compliance of conditions of corporate governance by Odyssey stCorporation Limited for the year ended 31 march 2014, as stipulated in Clause 49 of the
Listing Agreements of the said company with stock exchanges.
The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination has been limited to a review of the procedures and implementation thereof adopted by the Company for ensuring compliance with the conditions of Corporate Governance as stipulated in the said Clause. 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, except for at least one independent director on the Board of Directors of the Company not having been appointed on the Board of Directors of a material non listed Indian subsidiary company, as required in terms of paragraph III(i) of Clause 49 (refer paragraph 8(i) on the Corporate Governance Report), we certify that the Company has complied, in all material respects, with the conditions of Corporate Governance as stipulated in Clause 49 of the above mentioned Listing Agreements.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the state of affairs of the Company.�
For CLB & Associates�������Chartered AccountantsF������� .R.No. 124305W
Sd/-����������(S.Sarupria) ���������Partner�����������M.No.035783
Place: Mumbai���������thDate: 30 May, 2014�����
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
CHIEF EXECUTIVE OFFICER (CEO) CERTIFICATION
I, Jai Prakash Jindal, director, of Odyssey Corporation Limited, hereby certify to the Board that:
st(a) I have reviewed financial statements and the cash flow statement for the year 31 March 2014 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 together 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 Odyssey Corporation Limited during the year which are fraudulent, illegal or violative of the company's code of conduct.
C) I accept responsibility for establishing and maintaining internal controls for financial reporting in Odyssey Corporation Limited and I have evaluated the effectiveness of the internal control systems of the company pertaining to financial reporting. I have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps I have taken or propose to take to rectify these deficiencies.
(d) I 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 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.
(e) I affirm that I have not denied any personnel access to the Audit Committee of the company (in respect of matters involving alleged misconduct).
(f) I further declare that all Board members and senior management have affirmed compliance with the code of conduct for the current year.
Place: Mumbai th
Date: 30 May, 2014
ANNUAL REPORT - 2014
For Odyssey Corporation Limited Sd/-
Director Jai Prakash Jindal
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
MANAGEMENT DISCUSSION & ANALYSIS
ABOUT THE INDUSTRY:
NBFCs are an integral part of the country’s financial system complementing the services of
commercial banks. The main reason attributed to the growth of NBFCs is the
comprehensive regulation of the banking system. Other factors include higher level of
customer orientation, lesser pre/post sanction requirements and higher rates of interest
on deposits being offered by NBFCs. It is mandatory that every NBFC should be registered
with RBI to carry on any business of non banking financial institution. The activities of non-
banking financial companies (NBFCs) in India have undergone qualitative changes over
the years through functional specialisation. The role of NBFCs as effective financial
intermediaries has been well recognized as they have inherent ability to take quicker
decisions, assume greater risks, and customize their services and charges more according
to the needs of the clients. While these features, as compared to the banks, have
contributed to the proliferation of NBFCs, their flexible structures allow them to unbundle
services provided by banks and market the components on a competitive basis. The
distinction between banks and non-banks has been gradually getting blurred since both
the segments of the financial system engage themselves in many similar types of activities.
At present, NBFCs in India have become prominent in a wide range of activities like hire-
purchase finance, equipment lease finance, loans, investments, etc. By employing in
novative marketing strategies and devising tailor-made products, NBFCs have also been
able to build up a clientele base among the depositors, mop up public savings and
command large resources as reflected in the growth of their deposits from public,
shareholders, directors and other companies, and borrowings by issue of non-convertible
debentures, etc. The importance of NBFCs in delivering credit to the unorganised sector
and to small borrowers at the local level in response to local requirements is well
recognised. The rising importance of this segment calls for increased regulatory attention
and focused supervisory scrutiny in the interests of financial stability and depositor
protection. The RBI and the Government have taken notable steps in FY 2013-14 to address
the economic headwinds. The Government formed the Project Management Group to
facilitate large projects, undertook actions on power tariffs, gas price and continued diesel
price increases. The RBI initiated efforts at recognizing and cleaning up Non-Performing
Assets (“NPA”). On the policy front, it introduced a shift in focus to Consumer Price Inflation
(CPI) from Wholesale Price Inflation (WPI), and a move towards inflation targeting. If
implemented correctly and in a time bound manner, these collectively have the ability to
create a meaningful impact on the economy. The Government’s first GDP estimate for FY
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
2013-14 estimates growth at 4.9%, largely in line with market expectations. The Interim
budget which was the last budget of the UPA-II Government was “not” biased towards
populist measures but focused on growth measures, like reduction in excise duties on
capital and consumer goods and maintaining the fiscal deficit target within limits. The key
to a higher growth would be reviving investments (initially by revival of stalled projects),
especially in the private sector and higher domestic savings, especially financial savings, by
containing inflation and positive real return. Debt in the private sector has risen despite
India’s total debt (private and public) remaining at approximately 139% of GDP, in line with
the last 10 years’ average. Rising private-sector debt coupled with repayments to the tune
of approximately US$20 bn annually make the economy vulnerable to international capital
flows. Though the real economy is largely domestic oriented, given its dependence on
capital flows, India is open to exchange volatility and its related pitfalls. On the global front,
the Federal Reserve reduced its monthly asset purchases with the last reduction for FY
2013-14 being made in February 2014. The year ahead will be challenging on the interest
rate and credit quality front, however, if India votes a stable Government, we could see an
improvement in asset quality and return growth.
NBFCs as components of the financial sector:
A broad picture of the role of NBFCs and the interconnectedness they have in the financial
sector can be gauged from the details given below:
General:
The total number of NBFCs as on March 31, 2014 are 12,029 of which deposit taking NBFCs
are 241 and non-deposit taking NBFCs with asset size of ‘100 crore and above are 465, non-
deposit taking NBFCs with asset size between ‘50 crore and ‘100 crore are 314 and those
with asset size less than ‘50 crore are 11009. As on March 31, 2014, the average leverage
ratio (outside liabilities to owned fund) of the NBFCs-ND-SI stood at 2.94, return on assets
(net profit as a percentage of total assets) stood at 2.3%, Return on equity (net profit as a
percentage of equity) stood at 9.22 % and the gross NPA as a percentage of total credit
exposure (aggregate level) stood at 2.8%. Asset Liability composition Liabilities*of the
NBFC sector: Owned funds (23% of total liabilities), debentures (32%), bank borrowings
(21%), deposit (1%), borrowings from Financial Institutions (1%), Inter-corporate
borrowings (2%), Commercial Paper (3%), other borrowings (12%), and current
liabilities & provisions (5%). Assets* of the NBFC sector: Loans & advances (73% of total
assets), investments (16%), cash and bank balances (3%), other current assets (7%) and
other assets (1%).
An Overview of Regulation of NBFCs
In response to the perceived need for better regulation of the NBFC sector, the Reserve
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
Bank of India (RBI) Act, 1934 was amended in 1997, providing for a comprehensive
regulatory framework for NBFCs. The RBI (Amendment) Act, 1997 conferred powers on
the RBI to issue directions to companies and its auditors, prohibit deposit acceptance and
alienation of assets by companies and initiate action for winding up of companies.
(1) Mission
To ensure that:a) the financial companies function on healthy lines,b) these companies function in consonance with the monetary policy framework, so
that their functioning does not lead to systemic aberrationc) the quality of surveillance and supervision exercised by the RBI over the NBFCs
keeps pace with the developments in this sector.d) comprehensive regulation and supervision of Asset liability and risk management
system for NBFCs,
(2) Amendments to the Reserve Bank of India (RBI) Act, 1934
RBI Act was amended in January 1997 providing for, inter alia.
a) Entry norms for NBFCs and prohibition of deposit acceptance (save to the extent
permitted under the Act) by unincorporated bodies engaged in financial business,
b) Compulsory registration, maintenance of liquid assets and creation of reserve fund,
c) Power of the RBI to issue directions to an NBFC or to the NBFCs in general or to a class
of NBFCs.
d) Comprehensive regulation and Supervision of deposit taking NBFCs and limited
supervision over not accepting public deposits.
(3) Basic Structure of Regulatory and Supervisory Framework
a ) Prescription of prudential norms akin to those applicable to banks,
b) Submission of periodical returns for the purpose of off-site surveillance, c) Supervisory framework comprising a on-site inspection (CAMELS pattern)(b) off-
site monitoring through returns ,(c) market intelligence, and (d) exception reports by statutory auditors,
d) Punitive action like cancellation of Certificate of Registration (CoR), prohibition
from acceptance of deposits and alienation of assets, filing criminal complaints
and winding up petitions in extreme cases, appointment of the RBI observers in
certain cases, etc.
e) Co-ordination with State Governments to curb unauthorised and fraudulent
activities, training programmes for personnel of NBFCs, State Governments and
Police officials.
(4) Other steps for protection of depositors’ interest
Publicity for depositors’ education and awareness, workshops / seminars for trade and
industry organizations, depositors’ associations, chartered accountants, etc.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
ABOUT THE ODYSSEY CORPORATION LIMITED:
Business Overview:
Our Company is a non deposit taking NBFC, registered with the RBI. Our Company has been
in the business of providing financial services since inception. Our Company is primarily
focused in providing inter corporate loans, personal loans, loans against shares &
securities, loans against properties, trade financing, bills discounting, trading in shares &
securities and arbitrage business in stock and commodity market. Being an, NBFC our
Company has positioned itself between the organized banking sector and local money
lenders, offering the customers competitive, flexible and timely lending services. Recently
Our Company offers financial services to commercial, industrial and financial clients with a
one stop financial solution:-
Products & Services:
Our Company offers financial services to commercial, industrial and financial clients with a
one stop financial solution:-
a) Trade Finance & Bill Discounting
b) Working capital loans
c) Loan against property
d) Margin funding and loan against approved securities
FINANCIAL PERFORMANCE :
Consolidated Profit :
The total consolidated profit of the Company for the FY 2013-14 comprises as
Rs 28,40,853 lacs
Standalone Profit :
During the fiscal 2014, the operational profit of the Company stood at Rs.8970874 /- Lacs .
Financial Highlights: a) Income from operation stood at ‘ 43234 Lacs for fiscal 2014
b ) Profit Before Taxes of fiscal 2014 was ‘ (462) Lacs.
C ) Profit After Taxes of fiscal 2014 was ‘ (8971) Lacs
d) Basic Earning per share for fiscal 2014 was -0.25 per share. e) Cash & cash equivalents (including fixed deposits with banks) stood at ‘ 4,37,732 Lacs as on March 31,2014
f) Face value of per Equity shares is Rs 5/-
SWOT ANALYSIS:
STRENGTHS:-
Ready contacts for business development: Our Company has strong relationships with the
well established business houses in India cultivated through several years of client
servicing.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
Promoted and managed by qualified and experienced professionals: Our Company is
promoted by Mr. Hemanshu R Mehta, who has more than 20 years of experience in financial
services. The board of our Company comprises of qualified professionals, experienced in
the industry.
WEAKNESS:-
Branding: Despite our ready contacts for business development & listing on esteemed
Exchange (BSE), our company is not a well established brand among large NBFC players
who have access to larger financial resources.
Accessibility:
We do not have branches on a Pan India basis, so we are not able to explore the business
opportunities in those regions.
OPPORTUNITIES:-
Large market: The players in the NBFC sector still have a lot of scope to cover larger market
and the rural markets are still untapped.
Desire for status: With increased desire of individuals to improve their standard of living,
the NBFC industry is getting exposed to new category of Client (Individuals) in a big way
with large share of business coming from this segment apart form corporate clients.
THREATS:-
a) Economic Downturn: If the Economic downturn is prolonged it can reduce the
financing need of people due to shrinking business opportunities.
b) Private Banks: Private Banks are also working on the similar business model as the
NBFCs do, thereby giving a very strong competitions to the NBFC’s.
c) RBI and Government restrictions: With more stringent norms governing the
functioning of NBFC and certain government restrictions act as a hindrance in smooth
functioning of NBEC
FUTURE STRATEGY:
a) Expansion of existing activities: - Our Company intends to expand its financial services
by enhancing its focus on margin funding, loan against shares and securities, loan against
properties and corporate loan, bill discounting and working capital loan.
b) Financial Management/Advisory Services: - We have an in house team which has the
capacity to provide services in the area of financial management/advisory services like
syndication for big ticket loans from banks, project appraisals, debt restructuring and
arranging non fund based limits form bank. Our Company is planning to foray into business
of financial management/advisory services with the potential clients.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
c) Differentiated Services:- In the growing economy, the corporate clients will be
requiring funds for further expansions. Our Company would be providing all diversified
service portfolio under one umbrella to cater most of the customer needs and demands.
d) Brand recognition: We are in such a business where we are facing lot of competition.
We are planning to put more efforts to build Comfort as a well known brand. Despite our
existing contacts & listing on esteemed Exchange (BSE),our Company is not a well
established brand among large NBFC players. We will be making the necessary
arrangements for our brand reorganization.
REGULATORY:
As Being a Non-Banking Finance Company, is regulated by department of Non-Banking
supervision of Reserve Bank of India. Company is current under category of Non –Deposit
taking company so company is not within purview of various guidelines applicable.
However RBI has issued several guidelines applicable to Non-Deposit taking companies.
Company is complying various statutory provisions such as Companies Act, Income tax,
Service tax, BSE Listing Agreement provisions and other applicable laws and regulations
applicable to the company. Notable among which are
a) Submission of Financial results
b) Submission of Business continuity certificate
c) Compliance with Prudential Norms
INTERNAL CONTROL SYSTEM AND ADEQUACY:
Internal Control Systems has been designed to provide reasonable assurance that assets
are safeguarded, transactions are executed in accordance’s with management’s
authorization and properly recorded and accounting records are adequate for preparation
of financial statements and other financial information. Internal check is conducted on a
periodical basis to ascertain the adequacy and effectiveness of internal control systems.
CAUTIONARY:
Statement in the Management Discussion & Analysis, describing the company’s objectives,
projections and estimates are forward looking statement and progressive within the
meaning of applicable laws & regulations. Actual result may vary from those expressed or
implied. Important developments that could affect the company’s operations are
significant changes in political and economic environment in India, tax laws, RBI
regulations, exchange rate fluctuation and other incidental factors.
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ODYSSEY CORPORATION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ODYSSEY CORPORATION LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of ODYSSEY CORPORATION LIMITED, which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act 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 at
March 31, 2014;(b) in the case of the Statement of Profit and Loss, of the loss for the year ended on
that date; and(c) in the case of the Cash Flow Statement, of the cash flows for the year ended on
that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, 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 purpose 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, Statement of Profit and Loss, 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 Statement of Profit and Loss comply with the Accounting Standards notified under the Companies Act, 1956 read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.;
e. on the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.
For CLB & Associates�������Chartered AccountantsF������� .R.No. 124305W
Sd/-����������(S.Sarupria) ���������Partner�����������M.No.035783
Place: Mumbai���������thDate: 30 May, 2014�����
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
ANNEXURE TO THE AUDITORS' REPORTReferred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory
Requirements” of our report of even date.
1.
i) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
ii) As explained to us, all the fixed assets have been physically verified by the management in phase periodical manner, which is in our opinion reasonable. No material discrepancies were noticed on such verification.
iii) In our opinion none of the fixed assets has been disposed off by the company, however according to the information and explanation given to us the going concern status of the Company is not affected.
2.
i) The Management has conducted physical verification of inventory at reasonable interval.
ii) The procedure of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business,
iii) The company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification as compared to book records.
3.
i) The Company has granted unsecured loans to two parties covered in the Register maintained under Section 301 of the Companies Act, 1956, aggregating to Rs.145.17 lacs, the maximum amount outstanding during the year was Rs.1699.53 lacs, and balance as on year end was Rs.1225.71 lacs.
ii) In our opinion and according to the explanation given to us the terms and conditions of the loan given are not prima-facie prejudicial to the interest of the company except the fact that no interest has been charged on loan given to one party.
iii) In respect of the said loans, the said loans are repayable on demand and hence the question of overdue amounts does not arise.
iv) The Company has taken interest free unsecured loans from one party covered in the register maintained under Section 301 of the Companies Act, 1956, aggregating to Rs.494.58 lacs. The maximum amount outstanding during the year and year end balance was Rs. 192.68 lacs and Rs. 165.82 lacs respectively.
v) In our opinion and as per explanation given to us, the terms and conditions of the loans taken, are prima facie not prejudicial to the interest of the company.
vi) In respect of Loan taken by the Company, the Principal amount is repayable on demand.
vii) The question of overdue amount of loans taken by the company does not arise, as the loans are repayable on demand.
4. In our opinion and according to the information and explanations given to us, there is
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods. During the course of our audit, we have not observed any major weakness in such internal control system.
5. In our opinion and according to the information and explanations given to us and record examined by us there was no transaction in pursuance of such contract with parties exceeding in value Rupees five lakhs have been made.
6. According to the information and explanation given to us the Company has not accepted any deposits from the public during the year and, consequently the directives issued by the Reserve Bank of India and the provision of Section 58A and 58AA or any other relevant provisions of the Companies Act, 1956 and the rules framed there under are not applicable.
7. In our opinion, the company has an internal audit system commensurate with the size and nature of its business.
8. According to the information given to us by the management, Maintenance of cost records under section 209(1) (d) of the companies Act, 1956 are not applicable to the company.
9. Taxes and Duties :
i) According to the books and records as examined by us and according to the information and explanation given to us, in our opinion, the Company is generally regular in depositing with appropriate authorities, undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, sales-tax, wealth- tax, custom duty, excise duty, cess and other statutory dues applicable to it, except Rs. 439440/- towards income tax which is since being paid/adjusted.
ii) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, customs duty, and excise duty were outstanding, at the year end for a period of more than six months from the date they became payable.
iii) According to the records of the company and the information and explanation given to us, there are no disputed dues in respect of Sales Tax, Income Tax, Wealth Tax, Customs Duty, Excise Duty and Cess.
10. The company has no accumulated losses as at the end of the financial year. The company has not incurred cash loss during the current year but there was cash loss in the immediately preceding financial year.
11. Based on the audit procedures and according to the records of the Company examined by us and the information and explanations given to us, the company has not defaulted in repayment of dues to bank. The company has neither taken any loans from a financial institution nor issued any debentures.
12. Based on our examination of records and information and explanation given to us, the company has not granted any loans and advances on the basis of security by
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
way of pledge of shares, debentures and other securities. Therefore, the provision of the clause 4 (xii) of the Order are not applicable to the company.
13. The Company is not a chit fund / Nidhi/ Mutual benefit fund/ Society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable to the Company.
14. The company has maintained proper records of transactions and contracts in respect of Investment in securities, debentures and other investments and timely entries have been made therein. All shares, debentures and other investments have been held by the Company in its own name except for the shares which are lodged for transfer or pending to be received from the Company or lying with the Broker as certified by the management.
15. As per the information and explanations given to us, in our opinion the Company has not given any guarantee for loans taken by others from banks or financial institutions.
16. In our opinion and according to the information and explanations given to us, the term loans raised by the company during the year have been applied for the purpose for which they were raised.
17. According to information and explanations given to us and on overall examination of the balance sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment.
18. The Company has not made any preferential allotment of shares to the parties or companies covered in the register maintained under Section 301of the Companies Act, 1956.
19. The Company has not issued any debentures during the year and there are no debentures outstanding on at the year end, therefore the question of creation of Securities do not arise.
20. The Company has not raised any money through a public issue during the year.
21. To the best of knowledge and according to the information and explanations given to us, we report that no fraud on or by the Company has been noticed or reported during the year.
ANNUAL REPORT - 2014
For CLB & Associates�������Chartered AccountantsF������� .R.No. 124305W
Sd/-����������(S.Sarupria) ���������Partner�����������M.No.035783
Place: Mumbai���������thDate: 30 May, 2014�����
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ODYSSEY CORPORATION LIMITED
Balance Sheet As At 31st March 2014
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305WSd/-S.SarupriaPartnerM.No. 035783Place:MumbaiDate: 30.05.2014
Sd/-Company Secretary
PARTICULARSNote
No.
I.EQUITY AND LIABILITIES
1.Shareholder's funds
(a) Share Capital 1 196,971,000
196,971,000
(b) Reserves and Surplus 2 507,701,255
498,730,381
704,672,255
695,701,381
2Non Current Liabilities
(a) Long-term Borrowings 3 -
245,788
- 245,788
3Current Liabilities
(a) Short- term Borrowings 5 16,582,381
-
(b) Trade Payables 6 29,893,518
26,923,956
(c) Other Current Liabilities 7 4,1,34,917
1,398,434
50,610,816 28,322,390
TOTAL 755,283,071 724,269,559
IIASSETS
1.Non-Current Assets
(a) Fixed Assets
(i) Tangible Assets 8 3,436,011 5,607,819
(ii) Intangible Assets 8 12,194 14,708 (b) Non-Current Investments 9 28,818,822 95,582,822 (c) Deferred Tax Assets (net) 4 16,708,549 7,343,338 (d) Long-term Loans and Advances 10 239,204,804
250,305,721
(e) Other Non-Current Assets 11 32,730
32,730
755,283,071 358,887,138 2.Current Assets
(a) Inventories 12 1,544,640
9,692,162
(b) Trade Receivables 13 41,667,265
41,067,265
(c) Cash and Bank Balances 14 437,732
1,000,099
(d) Short-term Loans and Advances 15 417,443,257
307,654,580
(e) Other Current Assets 16 5,977,067
5,968,315
467,069,961
365,382,421
TOTAL 755,272,686 724,269,559
Signi�icant Accounting Policies 23 - -
As on 31st March,2014
(Amount in Rs.)
The attached notes from 1 to 24 form an integral part of the Financial Statement.
ANNUAL REPORT - 2014
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
-34-
ODYSSEY CORPORATION LIMITED
Statement Of Pro�it and Loss For the Year Ended 31St March 2014
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305W
S.SarupriaPartnerM.No. 035783
Place:MumbaiDate: 30.05.2014
Sd/-Company Secretary
PARTICULARSNote
No.
I Revenue from Opera�ons 17 5,743,142 25,737,299
II Other Income 18 37,491,801 19,630,843
III Total Revenue (I + II) 43,234,942 45,368,142
IV Expenses
Cost of Matarials consumed -
-
Purchases of Stock in Trade 2,163,397 29,920,476
Changes in inventories of finished goods, work in progress and
Stock-in- trade19 8,147,522 6,287,057
Employee Benefits Expenses 20 1,904,008 2,126,448
Finance Costs 21 59,141 104,958
Deprecia�on and Amor�za�on Expenses 8 804,701 829,746
Other Expenses 22 30,618,468 15,529,073
Total Expenses 43,697,237 54,797,758
V Profit before Tax (VII-VIII) -462,295 -9,429,617
VI Tax Expense:
(1) Current Tax - - Less: MAT Credit En�tlement -
-
Add:Short Provision for Tax for earlier years - 703,303
Less: Excess Provision for Tax wri�en back -67,959 -
(2) Deferred Tax -9,365,210 -463,205
-9,433,169 240,098
VII Profit/(Loss) for the period (XI+XIV) -8,970,874 -9,669,715
VIII Earnings per Equity Share:
Basic and Diluted -0.23 -0.25
Signi�icant Accounting Policies 23
2013-14 2012-13
(Amount in Rs.)
The attached notes from 1 to 24 form an integral part of the Financial Statement.
ANNUAL REPORT - 2014
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
-35-
ODYSSEY CORPORATION LIMITED
Cash Flow Statement For the Year Ended 31St March 2014
A Cash Flow From Opera�ng Ac�vi�es 2013-2014 2012-2013
Net Profit Before Tax As Per Profit And Loss Account -462,295 -9,429,617
Adjustments For:
Deprecia�on 804,701 829,746
Dividend Received -1,127,677 -1,131,874
Profit on sale of Long term investments -28,586,362 -
Loss on Sale of Investment - 9,447,029
Loss on sale of Fixed Assets 519,622
Interest Income -10,317,722 -22,635,549
Interest Expenses 59,141 104,958
Opera�ng Profit Before Working Capital Changes -185,560,592 -22,815,307
Decrease/(Increase) In Inventories 8,147,522 6,287,057
Decrease/(Increase) In Trade Receivables -600,000 1,300,738
Decrease/(Increase) In Short Term Loan & Advances -109,788,677 13,979,519
Decrease/(Increase) In Other Current Assets -8,752 952,680
Increase/(Decrease) In Short Term Borrowings 16,582,381 -
Increase/(Decrease) in Trade Payables 109,788,677 4,210,360
Increase/(Decrease) in Other Current Liabili�es 3,113,602 -19,833,666
Decrease/(Increase) In Other Non Current Assets - 304,273
Decrease/(Increase) In Long Term Loan & Advances 11,100,917 107,294
Cash generated From Opera�ons -87,214,799 -15,507,052
Income Taxes Paid -67,959 2,263,563
Net Cash Flow From Opera�ng Ac�vi�es (A) -87,146,840 -17,770,615
B Cash Flow From Inves�ng Ac�vi�es
(Purchase)/Sale Of Fixed Assets 850,000 -15,500
Further Investments made - -
Interest Received 10,317,722 22,635,549
Sale of Investments 46,214,000 3,095,789
Profit on Sale of Investment 28,586,362 -
Dividend Received 1,127,677 1,131,874
Share Applica�on Money Paid - -10,000,000
Net Cash Flow From Inves�ng Ac�vi�es (B) 87,095,761 16,847,712
ANNUAL REPORT - 2014
-36-
ODYSSEY CORPORATION LIMITED
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305W
S.SarupriaPartnerM.No. 035783
Place:MumbaiDate: 30.05.2014
Sd/-Company Secretary
C Cash Flow From Financing Ac�vi�esTerm Loan Taken - -Term Loan Repaid -452,146 -404,232
Interst paid -59,141 -104,958Furthur Shares Issued - -Dividend Paid(including DDT) - -
Net Cash Flow From Financing Ac�vi�es © -511,287 -509,190
Net Increase/(Decrease) in Cash and Cash Equivalents (A+B+C) -5,62,367 -1,432,094
Net Increase/(Decrease) In Cash And Cash Equivalents:
Opening Balnce 1,000,099 2,432,192Closing Balance 437,732 1,000,099Net Increase/(Decrease) In Cash And Cash Equivalents -562,367 -1,432,093
-
ANNUAL REPORT - 2014
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
-37-
ODYSSEY CORPORATION LIMITED
Note 1
D)Terms / Rights attached to the Equity Shares:-i) The company has only one class of Equity Shares having a par value of Rs. 5/- per share.
Each holder of Equity Share is entitled to one vote per share.
ii) The company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors is subject to approval of the Shareholders in the ensuing Annual General Meeting.iii)In the event of liquidation of the Copmpany, the holders of Equity Shares will be entuitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.
Share Capital
Number Amt Number Amt
Authorised :
Equity Shares of Rs.5 Each 60,000,000 300,000,000 60,000,000 300,000,000
Issued :
Equity Shares of Rs. 5/- each 39,394,200 196,971,000 39,394,200
196,971,000
Subscribed & Paid up :
Equity Shares of Rs. 5/- each fully paid up 39,394,200 196,971,000 39,394,200 196,971,000
Total 39,394,200 196,971,000 39,394,200 196,971,000
B)Reconcilia?on of No. of Shares outstanding at the beginning and at the end of the repor?ng period: -
Par?cularsAs at 31st
March,2014
As at 31st
March,2013
Number Number
39,394,200 39,394,200
- -
- -
39,394,200 39,394,200
C) The details of shareholders holding more than 5% shares:-
Name of Shareholder
No. of Shares
held
% of Holding No. of Shares
held
% of Holding
Bina Mehta 12,294,200
31.21 12,294,200
31.21
Pooja Hemanshu Mehta 2,870,000
7.29 2,870,000
7.29
Shares allo?ed fully paid up during the year
Shares bought back during the year
(Amount in Rs.)
Shares outstanding at the end of the year
Current Year Previous Year
As at 31st March,2013As at 31st March,2014
Shares outstanding at the beginning of the year
A)
ANNUAL REPORT - 2014
-38-
ODYSSEY CORPORATION LIMITED
Note 2
Note 3
Reserves & SurplusAs at
31st March,2014
As at
31st March,2013
a. Capital Reserves
Opening Balance 9,867,550 9,867,550
(+) Current Year Transfer - -
(-) Written Back in Current Year - -
Closing Balance 9,867,550 9,867,550
b. Securities Premium Account
Opening Balance 411,518,800 411,518,800
Add : Securities premium credited on Share issue - -
Less : Premium Utilised for various reasons
Premium on Redemption of Debentures - -
For Issuing Bonus Shares - -
Closing Balance 411,518,800 411,518,800
c. Surplus
Opening balance 77,344,031 87,013,747
(+) Net Prot/(Net Loss) For the current year -8,970,874 -9,669,716
(+) Transfer from Reserves - -
(-) Proposed Dividends - -
(-) Dividend Distribution Tax - -
(-) Transfer to Reserves - -
Closing Balance 86,314,905 77,344,031
Total (a+b+c) 507,701,255 498,730,381
(Amount in Rs.)
Long Term BorrowingsAs at
31,March,2014
As at
31,March,2013(b) Term loans
(i) Vehicle Loan
-from banks 245,788 697,933
(Secured by Car)
Amount disclosed under the head "Other current Liabilities" Note: 6 245,788 452,145
Total - 245,788
(Amount in Rs.)
Terms of Repayment : Equated Monthly Installments (EMI) of Rs.42,320(Forty Two Thousand Three Hundred And Twenty)
per month for a period of 36 months.@11.25%.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Note 4
Deferred TaxAs on 31,March,2014 As on
31,March,2013
1. Deferred Tax Liability
a. Depreciation - 240,278
2. Deferred Tax Assets
a. Depreciation 10,385
b. Unabsorbed losses 16,698,164 7,583,616
Net deffered Tax Asset/liabilities 16,708,549 7,343,338
3.Deferred Tax Assets/(Liabilities) as on the Corresponding Previous Y 7,343,339 6,880,134
Total A: Deferred Tax Amount For the Relevent Assessement Year 9,365,210 -463,204
Total B: Total Deferred Tax Amount As on the Year Ending Date 16,708,549 7,343,338
Note 5
Short Term BorrowingsAs at
31st March,2014As at
31st March,2013
From Rela�ve Par�es
Alacrity Securi�es Ltd. 16,582,381 -
16,582,381 -
Note 6
Trade PayablesAs at
31st March,2014As at
31st March,2013
(a) Due to Micro, Small and Medium Enterprises 29,893,518 -
(b) Others 29,893,518 26,923,957
Total 29,893,518 26,923,957
Note 7
Other Current Liabili�esAs at
31st March,2014As at
31st March,2013
(a) Current maturi�es of Long-term debt 245,788 452,145
(b) Taxes, Dues and Other Levies Payable -
439,440 741,540
- Income Tax (F.Y. 2009-10)
- Professional Tax (Company)
-
- Service tax payable
16,714 29,387
Total 4,134,917 1,227,672
ANNUAL REPORT - 2014
- Professional Tax (Staff))
- TDS Payable
- 2,5003,675 2,100
3,429,300
-40-
ODYSSEY CORPORATION LIMITED
Note 8
Fixed Assets
Descriptions As at Addition Deduction As at As at For the Deduction As at As at As at
01.04.2013 31.03.2014 01.04.2013 Year on sale 31.03.2014 31.03.2014 31.03.2013
Tangible Assets:-
Ofce Equipment 7.07% 413,715 - -
413,715
92,330 29,270 - 121,600 292,115 321,385
Fax Machine 7.07% 40,920 - -
40,920
35,875 2,894 - 38,769 2,151 5,045
EPBAX System 6.33% 24,000 - -
24,000
20,395 1,521 - 21,916 2,084 3,605
-
Computer 16.21% 1,028,718 - -
1,028,718
750,686 166,869 - 917,555 111,163 278,032
-
Furnitures & Fixtures 6.33% 2,634,312 - -
2,634,312
481,653 166,867 - 648,520 1,985,792 2,152,659
-
Motor Car 9.50% 4,860,880 1,742,880 3,118,000 2,013,787 434,766 373,258 2,075,295 1,042,705 2,847,093
Total (A) 9,002,545 - 1,742,880 7,259,665 3,394,726 802,187 373,258 3,823,654 3,436,011 5,607,819
Intangible Assets:-
Computer software 16.21% 15,500 - - 15,500 792 2,514 3,306 12,194 14,708
Total (B) 15,500 - - 15,500 792 2,514 - 3,306 12,194 14,708
Total (A+B) 9,018,045 - 1,742,880 7,275,165 3,395,518 804,701 373,258 3,826,960 3,448,205 5,622,527
Previous year 9,002,545 15,500 - 9,018,045 2,565,771 829,746 - 3,395,517 5,622,528 6,436,774
Gross Block Depreciation Net Block Rate of
Depreciation
ANNUAL REPORT - 2014
Note 13
Trade ReceivablesAs at
31st March,2014
a. Trade Receivables outstanding for a period exceeding six
months from the due date of Payment
Unsecured, considered good 54,144,467 Less: Provision for doub�ul debts -
54,144,467
b. Trade Receivables Others:
Unsecured, considered good 600,000
Less: Provision for doub�ul debts -
600,000
Total 41,667,265
(Amount in Rs.)
As at
31st March,2013
41,067,265 -
41,067,265
-
-
-
41,067,265
Note 12As at
31st March,2014
As at
31st March,2013
1,544,640 9,692,162
-
1,544,640 9,692,162
a. Stock-in-trade
Total
Inventories
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ODYSSEY CORPORATION LIMITED
Note- 10
Advance for Capital and Others As at 31st March,2014
As at 31st March,2013
Unsecured, considered good Capital AdvanceOthersLess: Provision for doubtful loans and advances
(Amount in Rs.)
Note 11 (Amount in Rs.)
As at
31st March,2014
As at
31st March,2013
32,730 32,730
32,730 32,730
Other Non-Current Assets
a. Others
Deposits
Total
ANNUAL REPORT - 2014
-3,100,000
--
3,100,000
-10,000,000
5,000,000-
15,000,000
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ODYSSEY CORPORATION LIMITED
Note 14
Cash and Bank BalanceAs at
31st March,2014
Cash and cash Equivalents
Cash on hand 193,872
Balances with banks on current account
-Canara Bank 60,637
-Corporation Bank 35,184
-ICICI Bank 138,039
-ICICI Bank Trade a/c -
-IDBI Bank 10,000
Total 437,732
As at
31st March,2013
2,678
840,322
11,021
107,539
28,539
10,000
1,000,099
ANNUAL REPORT - 2014
Note 15 (Amount in Rs.)
Short-term loans and advancesAs at
31st March,2014
As at
31st March,2013
a. Loans and Advances to Related Parties
Unsecured, considered good 122,571,040
164,203,479
Less:Provision for doubtful loans and advances -
-
Total-A 122,571,040
164,203,479
b. Misc Loans and Advances
Unsecured, considered good 250,309,484
101,907,368
Less: Provision for doubtful loans and advances -
-
Total-B 250,309,484
101,907,368
c.Subsidiary
Unsecured Considered Good 44,562,733
41,543,733
Less: Provision For Doubtful Loans And Advances -
-
Total-C 44,562,733
41,543,733
Total-(A+B+C) 417,443,257
307,654,580
Note 16
Other Current AssetsAs at
31st March,2014
As at
31st March,2013
Advance Against Services 25,200
25,200
Advance to Suppliers 5,569,216
5,569,216
Advance to Others 381,977
370,149
Prepaid Expenses 674
3,750
Total 5,977,067
5,968,315
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ODYSSEY CORPORATION LIMITED
Note 17 Revenue from OperationsParticulars 2013-14 2012-13
Sale of Products - 6,928,784
Sale of Shares 5,743,142
18,808,515
Revenue from Operations (Net) 5,743,142
25,737,299
Note 18 Other IncomeParticulars 2013-14 2012-13
Interest Income 10,317,722
22,635,549
Dividend Income 1,127,677
1,131,874
Net Gain on Sale of Investments 28,586,362
-
Other Non-Operating Income (net of expenses directly attributable to such income)
Net Gain on Foreign Currency Translations and Transcations , ,
-4,137,581
Sundry balance written back 46,766
-
Speculation gain on share trading -
1,001
-2 586 726
Total 37,491,801
19,630,843
ANNUAL REPORT - 2014
Note 19 Inventory ChangeOpening Inventory 2013-14 2012-13
(a) Finished Goods - - (b) Traded Goods 9,692,162 15,979,219 (c) Work-in-Progress - -
9,692,162 15,979,219 Less: Closing Inventory
(a) Finished Goods -
-
(b) Traded Goods 1,544,640 9,692,162
(c) Work-in-Progress -
-
1,544,640 9,692,162
(Increase) / Decrease in Inventory 8,147,522 6,287,057
Note 20 Employee Bene?its ExpenseParticulars 2013-14 2012-13
(a) Salaries and Wages 1,860,000
2,079,350 (b) Staff Welfare Expenses 44,008
47,098
Total 1,904,008
2,126,448
Note 21 Finance CostParticulars 2013-14 2012-13
Interest Expenses 59,141 104,958
Total 59,141 104,958
Note 22 Other ExpensesParticulars 2013-14 2012-13
Repairs and Maintenance
-Others 71,084 35,739
Payment to Auditors
-As Audit Fee 112,360 112,360
-For Taxation Matters 56,180 56,180
-For Other Services 42,135 42,135
Rent 67,416 67,416
Rates & Taxes 2,500 2,500
Travelling and Conveyance 50,446 716,865
Legal and Professional Charges 285,900 214,803
Donations 700,000 -
Advertising and Publicity 41,318 70,521
Business Promotion Expenses 95,202 -
Electricity Expenses 78,423 207,617
Depository, Lis?ng, Custodial and Other Charges 128,668 112,358
Net Loss on Sale of Investments - 9,447,029
Loss from Joint Venture 20,550,000 -
Loss on Investment in Subsidiary 223,767 789,892
Loss on Fixed Assets 519,622 -
Printing & Stationery 23,734 18,029
Postage & Telephone 157,758 330,967
Bank Charges 26,258 26,333
Sundry Balances Wri?en Off - 3,125,579
Services Tax Paid 7,129,300 -
Others 256,398 152,750
Total 30,618,468 15,529,073
-44-
ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
-45-
ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
23� A� Significant Accounting Policies
� � �1� Basis Of Accounting�The financial statements have been prepared and presented under the historical cost convention method on accrual basis and materially comply with the Accounting Standards issued by the Institute of Chartered Accountants of India(ICAI) and the provisions of the Companies Act, 1956. All Income and Expenditure having material bearing on the financial statements have been recognised on accrual basis.
2� Use Of Estimates
The preparation and presentation of financial statements in conformity with the generally accepted accounting principles(GAAP).It requires the management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) as of the date of the financial statement and the reported revenues and expenses for the reporting year. Difference between the actual result and estimates are recognized in the period in which the results are known/ materialized.
3� Revenue Recognition
3(i) Income From Sale Of Goods:�Revenue from sale of goods is recognised when all the significant risks and rewards of the goods have been passed on to the buyer ,usually on the delivery of the goods.The company collects Sales Tax And Value Added Tax(VAT) on behalf of the government and therefore these are not economic benifits flowing to the Company.Hence they have been excluded from the perview of revenue.Excise duty deducted from the revenue(Gross) is the amount that is included in the revenue(Gross) and not the entire amount of liability arising during the year.� � �3(ii) Income From Sale Of Services:
Income from sale of services is recognised when the bills are raised and on their subsequent acceptence.The company collects Service Tax on behalf of the government and as such it is not an economic benefit flowing to the company.
3(iii) Sale Of Film Rights:�Income from sale of Film Rights are accounted for as per the terms of the agreement.� � �3(iv)� Income From Other Operations:
Income from other operations is recognised on accrual basis and as per the terms of the agreement.� � �
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
3(v)� Income from Interest:
Interest income is recognised on time proportion basis taking into account the amount outstanding and the applicable rate of interest.Interest income is included under the head “other income” in the statement of profit and loss.
3(vi) Dividends:
Dividend Income is recognised when the company’s right to receive dividend is established by the reporting date
4 Fixed Assets
4(i) Tangible Assets:
Fixed assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.The cost comprises purchase price, borrowing cost if capitalization criteria are met and directly attributable costs of bringing the asset to its working condition for the intended use.Any trade discounts and rebates are deducted in ariving at the purchase price.
4(ii) Intangible Assets:
Intangible assets aquired seperately are measured on initial recognition at cost.Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any.
5 Depreciation/ Amortisation
Depreciation on fixed assets is calculated on straight line basis as per the rates prevailing in the schedule XIV of the Companies Act, 1956.Depreciation/Amortisation of the additions or deletions of assets during the year is provided on a pro-rata basis.
The Company has used the following rates to provide depreciation on its Fixed Assets:
Name Of the Asset Rate of Depreciation
Office Equipment 7.07%
Fax Machine 7.07%
EPBAX System 6.33%
Computer 16.21%
Furniture And Fixtures 6.33%
Motor Car 9.50%
Individual assets costing less than Rs.5000/- have been depreciated fully in the year of purchase.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
6 Foreign Currency Translations
6(i) Initial Recognition:
Foreign currency transactions are recorded in the reporting currency by applying to the foreing currency amount the exchange rate.
6(ii) Conversion:
Foreign currency monetary items are retranslated using the exchange rate prevailing at the reporting date.Non-Monetary items which are measured in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of transaction.Non-Monetary items which are measured at fair value or other similar valuation denominated in a foreign currency are translated using the eschange rate at the date when such value was determined.
6(iii) Exchange Differences:
The Exchange Difference arising on settlement/translation are recognised in the revenue accounts.
7 Borrowing Costs
7(i) Borrowing Cost that are directly attributable to the acquisition, construction or production of qualifying asset are capitalised as part of cost of such asset.
7(ii) Borrowing cost other than those directly attributable to the acquisition, construction or production of a qualifying asset are recognized as expense in the period in which they are incurred.
8 Investments
Investments are classified as long term and current investments. Long term investments are carried at cost less provision, if any, for permanent diminution in their v a l u e . C u r r e n t i n v e s t m e n t s a r e v a l u e d a t l o w e r o f c o s t a n d f a i r value.
9 Inventories
Inventories are valued at cost or net realizable value-Whichever is lower.
10 Employee Benefits:
10(i) The Providend Fund and Gratuity is not applicable to the company in view of number of employees is less than the required as per respective act.
-48-
ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
11 Taxation
(i) Tax expense comprises current and deferred tax.
(ii) Current tax is measured at the amount expected to be paid to the tax authorities in
accordance with the Income Tax Act, 1961 enacted in India and the tax Laws prevailing in
the respective Tax jurisdiction where the Company operates.the tax rates and tax laws used
to compute the amount are those that are enacted or substantively enacted, at the
reporting date.Current income tax relating to the items recognised directly in equity is
re c o g n i s e d i n e q u i t y a n d n o t i n t h e s t a te m e n t o f p ro f i t a n d l o s s .
(iii) Deferred income taxes reflect the impact of timing differences between the taxable
income and accounting income originating during the current year and reversal of timing
differences for the earlier years.Deferred tax is measured using the tax rates and the tax
laws enacted or substantively enacted at the reporting date.Deferred income tax relating to
the items recognised directly in equity is recognised in equity and not in the statement of
profit and loss.
(iv) Deferred Tax Liabilities are recognised for all taxable timing differences.
(v) Deferred Tax Assets are recognised for deductible timing differences only to the extent
that there is reasonable certainty that sufficient future taxable income will be available
against which such deferred taxassets can be realised.
(vi) The carrying amount of deferred tax assets are reviewed at each reporting date.The
company writes down the carrying amount of deferred Tax asset to the extent that it is no
longer reasonbly certain or virtually certain, as the case may be, that sufficient future
taxable income will be available against which deferred tax asset can be realised.Any such
write down is reversed to the extent that it becomes resonably certain or virtually certain,
as the case may be, that sufficient future taxable income will be available.
(vii) Minimum Alternative Tax(MAT) paid in a year is charges to the statement of profit and
loss as current tax.The company recognises MAT credit available as an asset only to the
extent that there is a convincing evidence that the company will pay normal income tax
during the specified period.i.e.the period for which MAT credit is allowed to be carried
forward.IN the year in which the company recognises MAT credit as an asset in accordance
with the Guidance Note On Accounting For Credit Available in respect of Minimum
Alternative Tax under the income tax act, 1961, the said asset is created by way of credit to
the statement of profit and loss and shown as “MAT Credit Entitlement”.
(viii) The company reviews the “MAT credit Entitlement” asset at each reporting date and
writes down the asset to the extent the company does not have convincing evidence that it
will pay normal tax during the specified period.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
12 Provisions,Contingent Liabilities And Contingent Assets
(i) Provisions are recognised only when there is a present obligation as a result of past events and when a reliable estimate of the amount of obligation can be made.
(ii) Contingent liability is disclosed for
(1) Possible obligations which will be confirmed only by future events not wholly ` within the control of the Company or
(2) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation can not be made.
(iii) Contingent Assets are not recognised in the financial statements since this may result in the recognition of income that may never be realised.
13 Segment Reporting
(i) Business Segments have been identified on the basis of nature of products/services.The Company’s operations relate to trading of goods, trading in shares, selling of film rights and consultancy.
(ii) Revenue and expenses have been identofied to a segment on the basis of relationship to operating activities of the segment. Revenue and expenses which relates to enterprise as a whole and are not allocable to a segment on reasonable basis have been disclosed as “unallowable”.
(iii) Segment Assets and Segment Liabilities reprsents assets and liabilities in respective segments. Investments, tax related assets and other assets ans liabilities that can not be a l l o te d to a s e g m e n t o n re a s o n a b l e b a s i s , h ave b e e n d i s c l o s e d a s “unallowable”
14 Impairment of Assets
The Company assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such indication exists ,the Company estimates the recoverable amount of the assets. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognised in the Profit and Loss Account. If at the Balance Sheet date there is an indication that if a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected at the recoverable amount.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
24 Notes To Account s
(Amount in Rs.)
1 Expenditure In Foreign Currency
ParticularsAs at
31st March, 2014As at
31st March, 2013
CIF Value Of Imports - -
Travelling Expenses - -
Company Formation Expenses -
Investment in Subsidiary company -
Total - 446,865
2 Value Of Imports Calculated On CIF Basis
Particulars
As at
31st March, 2014
As at
31st March, 2013
Traded Goods - -
Total - -
3
For the year
ended
31st March,2014
For the year
ended
31st March,2013
(a) 89,70,874 -9,669,715
(b) 39,394,200 38,120,008
(c) 5 5
(0.23) (0.25)
Weighted average no. of equity shares outstanding during the year
Basic and Diluted EPS
Earning Per Equity Share
Particulars
Net profit after tax attributable to equity shareholders for Basic EPS
Face value per Equity Share (Rs.)
4 Capital and other commitments: Estimated amount of capital corntract remaining to be executed and not provided for (net of advance) NIL (Previous year-146,75,000)5. Balances Of Debtors & Creditors And Loans & Advances Are Subject To confirmation & Reconciliation Share Application Money Given Is Subject To Confirmation.6 Related Party Disclosures: - In accordance with ‘Accounting Standard -18’ relating to Related Party Disclosures, information pertinent to related party transaction is given as under:-
A.
(i) Key Management personnel:
Name Of the Person1.Hiten R. Mehta
2.Beena Mehta
(ii) Subsidiar Company
1. Odyssey Group PTE Limited -
2. Odyssey Global Private Limited -
3. Odyssey Media And Entertaiment Private Limited
4. Odyssey Infrabuild Private Limited-
(iii)1.Alacrity Securities Limited
2.Pooja Equi-Research Private Limite d
3.Earth Stone Resources Zambia Limited
Relationship
having signifiacant influence to control
over the enterprise
Subsidiary
Director
Wholly owned subsidiary
Name of the related parties where control exists:
Subsidiary
Subsidiary
Enterprise owned or significantly influenced by key management personnel or their relatives:-
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B. Transactions during the year with related parties :-
Name of The TransactionsKey Management
Personnel
Enterprise owned
or significantly
influenced by key
management
personnel or their
relatives
Subsidiaries
Company
- Alacrity Securities Ltd. -
14,386,645
(807,29,403) -
- Pooja Equi-Research Private Limited -
Nil
(426,43,435) -
- Odyssey Global Pvt. Ltd. - -
2,500
(8,000)
- Odyssey Infrabuild Pvt. Ltd. - -
12,500
(8,000)
- Odyssey Media & Entertainment Pvt. Ltd. - -
3,004,000
(25,758)
- Odyssey Group PTE Ltd. - -
223,767
(446,865)
- Alacrity Securities Ltd. -
21,569,786
(149,780,071) -
- Pooja Equi-Research Private Limited -
345,80,000
(46,204,878)
-
- Alacrity Securities Ltd. -
130,702
(2,504,901) -
- Pooja Equi-Research Private Limited -
Nil
(143,76,038) -
- Alacrity Securities Ltd. -
54,457,859
(Nil) -
- Alacrity Securities Ltd. -
32,890,000
(Nil) -
Loss on investment in Subsidiary
- Odyssey Group PTE Ltd. - -
223,767
(789,892)
1.Loan Given
5.Loan Repaid
4.Loan Taken
3. Interest Received
2.Loan Received Back
5. Balance Written off
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ANNUAL REPORT - 2014
C.
Name Of The Related PartyKey Management
Personnel
Enterprise owned
or significantly
influenced by key
management
personnel or their
relatives
Subsidiaries
Company
1.Alacrity Securities Limited -Loan outstanding -
Nil
(7,052,439) -
2.Alacrity Securities Limited -Loan Payable -
16,582,381
(Nil)
2.Pooja Equi-Research Private Limited - Hemu Castle
Deposit -
500,000
(500,000) -
3.Pooja Equi-Research - Loan Given -
122,571,040
(157,151,040) -
4.Earthstone Resources Zambia Limited-Creditor For
Goods -
27,648,579
(25,061,853) -
5.Odyssey Global Private limited - -
500,461
(497,961)
6.Odyssey Infrabuild Private Limited - -
210,466
(197,966)
7.Odyssey Media And Entertainment Private Limited
- -
43,851,806
(40,847,806)
Outstanding Balances of the Related Parties as on 31st March 2014:-
Figure in bracket relates to previous year.
6 In respect Of Amounts Mentioned under section 205C of the Companies Act, 1956 there were no dues required to be credited to the Investor education and Protection Fund as on 31st March, 2014.7 No Borrowing Costs have been capitalised during the year.8. The above information regarding Micro, Small And Medium Enterprises has been determined to the extent such parties have been indentified on the basis of the information available with the company. This has been relied upon by the Auditor.9 Segment ReportingDuring the year the company operated in signal business segment of trading business in India. Hence there are no separate reportable business or geographical segments as per Accounting Standard (AS-17) on Segmental Reporting. 10 Other additional information required as per Schedule VI of the Companies Act,1956 is either Nil or Not Appliacble to the Company during the year. 11 Previous Years figures have been regrouped/reclassified wherever necessary to confirm to the current years classification.
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305WSd/-S.SarupriaPartnerM.No. 035783Place:MumbaiDate: 30.05.2014
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
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ODYSSEY CORPORATION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE BOARD OF DIRECTOR ODYSSEY CORPORATION LIMITED
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated financial statements of ODYSSEY CORPORATION LIMITED, and its subsidiaries, which comprise the consolidated Balance Sheet as at March 31, 2014, and the consolidated Statement of Profit and Loss and the consolidated Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Management is responsible for the preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
OpinionIn our opinion and to the best of our information and according to the explanations given to us, the consolidated financial statements give the information required by the Act 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 Consolidated Balance Sheet, of the state of affairs of the Group as at March 31, 2014; and
(b) in case of the Consolidated Statement of the Profit and Loss, of the Profit for the Group for the year ended on that that.
(c) in case of the consolidated Cash Flow Statement of the Cash Flow of the Group for the year ended on that date.
Other Matters
We did not audit the financial statement of foreign subsidiary company Odyssey Group Pte Ltd. whose financial statements reflect total asset of Rs. 37/- as at March
st31 , 2014 and cash flows amounting to Rs. 37/- for the year ended on that date, as considered in consolidated financial statements. These financial statements have been certified by the director of the company as the company is exempted to audit as per Company Law of Singapore.
For CLB & Associates�������Chartered AccountantsF������� .R.No. 124305W
Sd/-����������(S.Sarupria) ���������Partner�����������M.No.035783
Place: Mumbai���������thDate: 30 May, 2014�����
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
ANNEXURE TO THE AUDITORS' REPORT
Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory
Requirements” of our report of even date.
1.
i) The Company has maintained proper records showing full particulars, including
quantitative details and situation of fixed assets.
ii) As explained to us, all the fixed assets have been physically verified by the
management in phase periodical manner, which is in our opinion reasonable. No
material discrepancies were noticed on such verification.
iii) In our opinion none of the fixed assets has been disposed off by the company,
however according to the information and explanation given to us the going
concern status of the Company is not affected.
2.
i) The Management has conducted physical verification of inventory at reasonable
interval.
ii) The procedure of physical verification of inventory followed by the management
are reasonable and adequate in relation to the size of the company and the nature of
its business,
iii) The company is maintaining proper records of inventory and no material
discrepancies were noticed on physical verification as compared to book records.
3.
i) The Company has granted unsecured loans to two parties covered in the
Register maintained under Section 301 of the Companies Act, 1956, aggregating to
Rs.145.17 lacs, the maximum amount outstanding during the year was
Rs.1699.53 lacs, and balance as on year end was Rs.1225.71 lacs.
ii) In our opinion and according to the explanation given to us the terms and
conditions of the loan given are not prima-facie prejudicial to the interest of the
company except the fact that no interest has been charged on loan given to one
party.
iii) In respect of the said loans, the said loans are repayable on demand and hence the
question of overdue amounts does not arise.
iv) The Company has taken interest free unsecured loans from one party covered in
the register maintained under Section 301 of the Companies Act, 1956,
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
aggregating to Rs.494.58 lacs. The maximum amount outstanding during the year
and yearend balance was Rs. 192.68 lacs and Rs. 165.82 lacs respectively.
v) In our opinion and as per explanation given to us, the terms and conditions of
the loans taken, are prima facie not prejudicial to the interest of the company.
vi) In respect of Loan taken by the Company, the Principal amount is repayable on
demand.
vii) The question of overdue amount of loans taken by the company does not arise, as
the loans are repayable on demand.
4. In our opinion and according to the information and explanations given to us, there
is adequate internal control system commensurate with the size of the Company
and the nature of its business, for the purchase of inventory and fixed assets and for
the sale of goods. During the course of our audit, we have not observed any major
weakness in such internal control system.
5. In our opinion and according to the information and explanations given to us
and record examined by us there was no transaction in pursuance of such
contract with parties exceeding in value Rupees five lakhs have been made.
6. According to the information and explanation given to us the Company has not
accepted any deposits from the public during the year and, consequently the
directives issued by the Reserve Bank of India and the provision of Section 58A and
58AA or any other relevant provisions of the Companies Act, 1956 and the rules
framed there under are not applicable.
7. In our opinion, the company has an internal audit system commensurate with the
size and nature of its business.
8. According to the information given to us by the management, Maintenance of cost
records under section 209(1) (d) of the companies Act, 1956 are not applicable to
the company.
9. Taxes and Duties :
i) According to the books and records as examined by us and according to the
information and explanation given to us, in our opinion, the Company is generally
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
regular in depositing with appropriate authorities, undisputed statutory dues
including provident fund, investor education and protection fund, employees state
insurance, sales-tax, wealth- tax, custom duty, excise duty, cess and other statutory
dues applicable to it, except Rs. 439440/- towards income tax which is since being
paid/adjusted.
ii) According to the information and explanations given to us, no undisputed amounts
payable in respect of income tax, wealth tax, sales tax, customs duty, and excise
duty were outstanding, at the year end for a period of more than six months from
the date they became payable.
iii) According to the records of the company and the information and explanation
given to us, there are no disputed dues in respect of Sales Tax, Income Tax, Wealth
Tax, Customs Duty, Excise Duty and Cess.
10. The company has no accumulated losses as at the end of the financial year. The
company has not incurred cash loss during the current year but there was cash loss
in the immediately preceding financial year.
11. Based on the audit procedures and according to the records of the Company
examined by us and the information and explanations given to us, the company
has not defaulted in repayment of dues to bank. The company has neither taken
any loans from a financial institution nor issued any debentures.
12. Based on our examination of records and information and explanation given to us,
the company has not granted any loans and advances on the basis of security by
way of pledge of shares, debentures and other securities. Therefore, the provision
of the clause 4 (xii) of the Order are not applicable to the company.
13. The Company is not a chit fund / Nidhi/ Mutual benefit fund/ Society. Therefore,
the provisions of clause 4(xiii) of the Order are not applicable to the Company.
14. The company has maintained proper records of transactions and contracts in
respect of Investment in securities, debentures and other investments and timely
entries have been made therein. All shares, debentures and other investments have
been held by the Company in its own name except for the shares which are lodged
for transfer or pending to be received from the Company or lying with the Broker as
certified by the management.
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
15. As per the information and explanations given to us, in our opinion the Company
has not given any guarantee for loans taken by others from banks or financial
institutions.
16. In our opinion and according to the information and explanations given to us, the
term loans raised by the company during the year have been applied for the
purpose for which they were raised.
17. According to information and explanations given to us and on overall examination
of the balance sheet of the Company, we report that no funds raised on short-term
basis have been used for long-term investment.
18. The Company has not made any preferential allotment of shares to the parties or
companies covered in the register maintained under Section 301of the
Companies Act, 1956.
19. The Company has not issued any debentures during the year and there are no
debentures outstanding on at the year end, therefore the question of creation of
Securities do not arise.
20. The Company has not raised any money through a public issue during the year.
21. To the best of knowledge and according to the information and explanations given
to us, we report that no fraud on or by the Company has been noticed or reported
during the year.
For CLB & Associates�������Chartered AccountantsF������� .R.No. 124305W
Sd/-����������(S.Sarupria) ���������Partner�����������M.No.035783
Place: Mumbai���������thDate: 30 May, 2014�����
Balance Sheet As At 31st March 2014
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305W
For and on behalf of the Board
Sd/-S.SarupriaPartnerM.No. 035783Place:MumbaiDate: 30.05.2014
Sd/-Company Secretary
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ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
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ODYSSEY CORPORATION LIMITED
Statement Of Profit and Loss For the Year Ended 31St March 2014
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305W
S.SarupriaPartnerM.No. 035783
Place:MumbaiDate: 30.05.2014
ANNUAL REPORT - 2014
Sd/-Company Secretary
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
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ODYSSEY CORPORATION LIMITED
Cash Flow Statement For the Year Ended 31St March 2014
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305W
S.SarupriaPartnerM.No. 035783
Place:MumbaiDate: 30.05.2014
ANNUAL REPORT - 2014
Sd/-Company Secretary
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
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ODYSSEY CORPORATION LIMITED
Note 1
D)Terms / Rights attached to the Equity Shares:-i) The company has only one class of Equity Shares having a par value of Rs. 5/- per share.
Each holder of Equity Share is entitled to one vote per share.
ii) The company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors is subject to approval of the Shareholders in the ensuing Annual General Meeting.iii)In the event of liquidation of the Copmpany, the holders of Equity Shares will be entuitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the Shareholders.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Note 2
Note 3
Long Term BorrowingsAs at
31,March,2014
As at
31,March,2013(b) Term loans
(i) Vehicle Loan
-from banks 245,788 697,933
(Secured by Car)
Amount disclosed under the head "Other current Liabilities" Note: 6 245,788 452,145
Total - 245,788
(Amount in Rs.)
Terms of Repayment : Equated Monthly Installments (EMI) of Rs.42,320(Forty Two Thousand Three Hundred And Twenty)
per month for a period of 36 months.@11.25%.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
Note 4
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Note - 8
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ODYSSEY CORPORATION LIMITED
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Note 11
Other Non-Current AssetsAs at
31st March,2014
As at
31st March,2013
Deposit with Govt. Dept. 32,730 32,730
Preliminary Expenses to the extent not W/off 159,770 319,540
Total 192,500 352,270
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23 A Significant Accounting Policies :
1 Basis Of Accounting : The financial statements have been prepared and presented under the historical cost convention method on accrual basis and materially comply with the Accounting Standards issued by the Institute of Chartered Accountants of India(ICAI) and the provisions of the Companies Act, 1956. All Income and Expenditure having material bearing on the financial statements have been recognised on accrual basis.
2 Use Of Estimates : The preparation and presentation of financial statements in conformity with the generally accepted accounting principles(GAAP).It requires the management to make estimates and
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ODYSSEY CORPORATION LIMITED
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) as of the date of the financial statement and the reported revenues and expenses for the reporting year. Difference between the actual result and estimates are recognized in the period in which the results are known/materialized.
3. RevenueRecognition
(i) Income From Sale Of Goods: Revenue from sale of goods is recognised when all the significant risks and rewards of the goods have been passed on to the buyer ,usually on the delivery of the goods.The company collects Sales Tax And Value Added Tax(VAT) on behalf of the government and therefore these are not economic benifits flowing to the Company.Hence they have been excluded from the perview of revenue.Excise duty deducted from the revenue(Gross) is the amount that is included in the revenue(Gross) and not the entire amount of liability arising during the year.(ii) Income From Sale Of Services: Income from sale of services is recognised when the bills are raised and on their subsequent acceptence.The company collects Service Tax on behalf of the government and as such it is not an economic benefit flowing to the company(iii) Sale Of Film Rights:Income From Sale Of Film Rights Are Accounted For as per the terms of the Agreement(iv) Income From Other Operations :Income From Other Operations is recognised on accrual basis and as per the terms of the agreement. (v) Income from Interest: Interest income is recognised on time proportion basis taking into account the amount outstanding and the applicable rate of interest.Interest income is included under the head “other income” in the statement of profit and loss.(vi) Dividends: Dividend Income is recognised when the companies right to receive dividend is established by the reporting date.
4 Fixed\ Assets(i) Tangible Assets: Fixed assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.The cost comprises purchase price, borrowing cost if capitalization criteria are met and directly attributable costs of bringing the asset to its working condition for the intended use.Any trade discounts and rebates are deducted in ariving at the purchaseprice.(ii) Intangible Assets: Intangible assets aquired seperately are measured on initial recognition at cost.Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
5 Depreciation/ Amortisation : Depreciation on fixed assets is calculated on straight line basis as per the ratees prevailing in the schedule XIV of the Companies Act, 1956.Depreciation/Amortisation of the additions or deletions of assets during the year is provided on a pro-rata basis.Individual assets costing less than Rs.5000/- have been depreciated fully in the year of purchase.
6 Foreign Currency Translation : (i) Initial Recognition: Foreign currency transactions are recorded in the reporting currency by applying to the foreing currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.(ii)Conversion: Foreign currency monetary items are retranslated using the exchange rate prevailing at the reporting date.Non-Monetary items which are measured in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of transaction.Non-Monetary items which are measured at fair value or other similar valuation denominated in a foreign currency are translated using the eschange rate at the date when such value was determined(iii Exchange Differences L The Exchange Difference arising on settlement/translation are recognised in the revenue accounts.
7 Borrowing Costs(i) Borrowing Cost that are directly attributable to the acquisition, construction or production of qualifying asset are capitalised as part of cost of such asset.
(ii) Borrowing cost other than those directly attributable to the acquisition, construction or production of a qualifying asset are recognized as expense in the period in which they are incurred.
8. Investments : Investments are classified as long term and current investments. Long term investments are carried at cost less provision, if any, for permanent diminution in their value. Current investments are valued at lower of cost and fair value.
9.InventoriesInventories are valued at cost or net realizable value-Whichever is lower.
10 Employee Benefits: (i) The payment of Gratuity is not applicable to the company in view of non competion of qualifying years of service by the employees
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
11 Taxation (i) Tax expense comprises current and deferred tax.(ii) Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961 enacted in India and the tax Laws prevailing in the respective Tax jurisdiction where the Company operates.the tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date.Current income tax relating to the items recognised directly in equity is recognised in equity and not in the statement of profit and loss.(iii) Deferred income taxes reflect the impact of timing differences between the taxable income and accounting income originating during the current year and reversal of timing differences for the earlier years.Deferred tax is measured using the tax rates and the tax laws enacted or substantively enacted at the reporting date.Deferred income tax relating to the items recognised directly in equity is recognised in equity and not in the statement of profit and loss.(iv) Deferred Tax Liabilities are recognised for all taxable timing differences(v) Deferred Tax Assets are recognised for deductible timing differences only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred taxassets can be realised.(vi) The carrying amount of deferred tax assets are reviewed at each reporting date.The company writes down the carrying amount of deferred Tax asset to the extent that it is no longer reasonbly certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realised.Any such write down is reversed to the extent that it becomes resonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.(vii) Minimum Alternative Tax(MAT) paid in a year is charges to the statement of profit and loss as current tax.The company recognises MAT credit available as an asset only to the extent that there is a convincing evidence that the company will pay normal income tax during the specified period.i.e.the period for which MAT credit is allowed to be carried forward.IN the year in which the company recognises MAT credit as an asset in accordance with the Guidance Note On Accounting For Credit Available in respect of Minimum Alternative Tax under the income tax act, 1961, the said asset is created by way of credit to the statement of profit and loss and shown as “MAT Credit Entitlement”(viii) The Company Reviews the “MAT credit Entitlement” asset at each reporting date and writes down the asset to the extent the company does not have convincing evidence that it will pay normal tax during the specified period.
12 Provisions,Contingent Liabilities And Contingent Assets(i) Provisions are recognised only when there is a present obligation as a result of past events and when a reliable estimate of the amount of obligation can be made.(ii) Contingent liability is disclosed for (1) Possible obligations which will be confirmed only by future events not wholly within the control of the Company or
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
(2) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation can not be made.
(iii) Contingent Assets are not recognised in the financial statements since this may result in the recognition of income that may never be realised.
13 Segment Reportin (i) Business Segments have been identified on the basis of nature of products/services.The Company’s operations relate to Purchase And Ditribution Of Film Rights,Tickets And Other Entertainment Related Expenses And Trading. (ii) Revenue and expenses have been identofied to a segment on the basis of relationship to operating activities of the segment. Revenue and expenses which realtes to enterprise as a whole and are not allocable to a segment on reasonable basis have been disclosed as “unallowable”(iii) Segment Assets and Segment Liabilities reprsents assets and liabilities in respective segments. Investments, tax related assets and other assets ans liabilities that can not be alloted to a segment on reasonable basis, have been disclosed as “unallowable”.
14 Impairment of Assets : The Company assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such indication exists ,the Company estimates the recoverable amount of the assets. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognised in the Profit and Loss Account. If at the Balance Sheet date there is an indication that if a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected at the recoverable amount.
ANNUAL REPORT - 2014
CIF Value of ImportsTravelling ExpensesCompany Formation ExpensesInvestment in Subsidary Company
Total
----
---
446,865
446,865
Total- -
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ODYSSEY CORPORATION LIMITED
4 Capital and other commitments:
a Estimated amount of capital corntract remaining to be executed and not provided for (net of advance) Rs. ………./- (Previous year-146,75,000)
b Balances of Debtors & Creditors and Loans & advances are subject to confirmation & reconcilation
c Share application money igven is subject to confirmation.
5 Related Party Disclosures: - In accordance with 'Accounting Standard -18' relating to Related Party Disclosures,
information pertinent to related party transaction is given as under:-a. Name of the related parties where control exists:
(iii) Enterprise owned or significantly influenced by key management personnel or their relatives:- 1. Alacrity Securities Limited2. Pooja Equi-Research Private Limited3. Earth Stone Resources Zambia Limited
ANNUAL REPORT - 2014
8,970,87439,394,200
50.23
-9,669,71538,120,008
50.23
(i)Key Management personnel:
Name Of the Person
1.Hiten R. Mehta
2.Beena Mehta
(ii)Subsidiar Company
1. Odyssey Group PTE Limited -
2. Odyssey Global Private Limited -
3. Odyssey Media And Entertaiment Private Limited
4. Odyssey Infrabuild Private Limited-
having signifiacant influence to control
over the enterprise
Subsidiary
Director
Subsidiary
Subsidiary
Wholly owned subsidiary
Relationship
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ODYSSEY CORPORATION LIMITED
B. Transactions during the year with related parties :-
Name of The TransactionsKey Management
Personnel
Enterprise owned
or significantly
influenced by key
management
personnel or their
relatives
Subsidiaries
Company
- Alacrity Securities Ltd. -
14,386,645
(807,29,403) -
- Pooja Equi-Research Private Limited -
Nil(426,43,435) -
- Odyssey Global Pvt. Ltd. - -
2,500
(8,000)
- Odyssey Infrabuild Pvt. Ltd. - -
12,500
(8,000)
- Odyssey Media & Entertainment Pvt. Ltd. - -
3,004,000
(25,758)
- Odyssey Group PTE Ltd. - -
223,767
(446,865)
- Alacrity Securities Ltd. -
21,569,786
(149,780,071) -
- Pooja Equi-Research Private Limited -
345,80,000
(46,204,878)
-
- Alacrity Securities Ltd. -
130,702
(2,504,901) -
- Pooja Equi-Research Private Limited -
Nil
(143,76,038) -
- Alacrity Securities Ltd. -
54,457,859
(Nil) -
- Alacrity Securities Ltd. -
32,890,000
(Nil) -
Loss on investment in Subsidiary
- Odyssey Group PTE Ltd. - -
223,767
(789,892)
5. Balance Written off
5.Loan Repaid
3. Interest Received
2.Loan Received Back
4.Loan Taken
1.Loan Given
C.
Name Of The Related PartyKey Management
Personnel
Enterprise owned or significantly
influenced by key management
personnel or their relatives
SubsidiariesCompany
1.Alacrity Securities Limited -Loan outstanding -
Nil
(7,052,439) -
2.Alacrity Securities Limited -Loan Payable -
16,582,381
(Nil)
2.Pooja Equi-Research Private Limited - Hemu Castle
Deposit - 500,000
(500,000) -
3.Pooja Equi-Research - Loan Given -
122,571,040
(157,151,040)
-
4.Earthstone Resources Zambia Limited-Creditor For Goods -
27,648,579(25,061,853)
-
5.Odyssey Global Private limited - -
500,461
(497,961)
6.Odyssey Infrabuild Private Limited - -
210,466(197,966)
7.Odyssey Media And Entertainment Private Limited
- -
43,851,806(40,847,806)
Outstanding Balances of the Related Parties as on 31st March 2014:-
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ODYSSEY CORPORATION LIMITED
7 In respect of Amounts mentioned under section 205C of the Companies Act, 1956 there were no dues required to be credited to the Investor education and Protection Fund as on 31st March, 2012.
8 No Borrowing Costs have been capitalised during the year.
9 The Above Information Regarding Micro, Small And Medium Enterprises has been Determined to the Extent such Parties Have been indentified on the basis of the information Available with the company
This has been Relied upon by the Auditor
10 Segment Reporting
During the year the company operated in signal business segment of trading business in India. Hence there are no separate reportable business or geographical segments as per Accounting Standard (AS-17) on Segmental Reporting.
11 Other additional information required as per Schedule VI of the Companies Act,1956 is either Nil or Not Appliacble to the Company during the year.
12 Previous Years figures have been regrouped/reclassified wherever necessary to conform to the current years classification.
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305WSd/-S.SarupriaPartnerM.No. 035783Place:MumbaiDate: 30.05.2013
ANNUAL REPORT - 2014
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
-79-
ODYSSEY CORPORATION LIMITED
M ĂŁÏ Ĭ ÒĹÔŐ ĒĮ Ĭ ÕÒĹÔĹĮ Ó ĎÔİ N -
149,780,071
(336,452,100) -
- Pooja Equi-Research Private Limited -
46,204,878
(632,923) -
- Odyssey Infrabuild Pvt. Ltd. -
- 90,000
(Nil)
- Odyssey Media & Entertainment Pvt. Ltd. -
- 800,000
(Nil)
Earthstone Resources Zambia Limited -
Nil
(580,49,903) -
- Alacrity Securities Ltd. -
2,504,901
(21,797,413) -
- Pooja Equi-Research Private Limited -
143,760,38
(1,437,684) -
5. Balance Written off
Loss on investment in Subsidiary
- Odyssey Group PTE Ltd. - -
789,892
(Nil)
2.Loan Received Back
4. Interest Received
3. Import Purchases
C. Outstanding Balances Of the Related Parties As On 31st March 2013:-
B��� C � �� ������ ����Key Management
Personnel
Enterprise owned
or significantly
influenced by key
management
personnel or their
relatives
Subsidiaries
Company
1.Alacrity Securities Limited
-
7,052,439
(76,103,107) -
2.Pooja Equi-Research Private Limited - Hemu Castle
Deposit -
500,000
(500,000) -
3.Pooja Equi-Research Loan Given
-
157,151,040
(160,712,483) -
4.Earthstone Resources Zambia Limited-Creditor For
Goods -
25,061,853
(20,911,153) -
5.Odyssey Global Private limited
- -
497,961
(489,961)
6.Odyssey Infrabuild Private Limited
- -
197,966
(279,966)
7.Odyssey Group PTE Limited
- -
Nil
(329,908)
8.Odyssey Media And Entertainment Private Limited
- -
40,847,806
(41,622,048)
- - -
Figure in bracket relates to previous year.
ANNUAL REPORT - 2014
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ODYSSEY CORPORATION LIMITED
6 In respect Of Amounts Mentioned under section 205C of the Companies Act, 1956 there were no dues required to be credited to the Investor education and Protection Fund as on 31st March, 2014.
7 No Borrowing Costs have been capitalised during the year.
8 The above information regarding Micro, Small And Medium Enterprises has been determined to the extent such parties have been indentified on the basis of the information available with the company.
This has been relied upon by the Auditor.
9 Segment Reporting During the year the company operated in signal business segment of trading business
in India. Hence there are no separate reportable business or geographical segments as per Accounting Standard (AS-17) on Segmental Reporting.
10 Other additional information required as per Schedule VI of the Companies Act,1956 is either Nil or Not Appliacble to the Company during the year.
11 Previous Years figures have been regrouped/reclassified wherever necessary to confirm to the current years classification.
As per our report of even date.For CLB & AssociatesChartered AccountantsFRN. 124305W
Sd/-S.SarupriaPartnerM.No. 035783
Place:MumbaiDate: 30.05.2013
ANNUAL REPORT - 2014
Sd/-Company Secretary
For Odyssey Corporation Limited Sd/- Director Hiten R Mehta
Sd/- Director Jaiprakash Jindal
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ODYSSEY CORPORATION LIMITED
INDEPENDENT AUDITOR'S REPORTTO THE BOARD OF DIRECTOR ODYSSEY CORPORATION LIMITED
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated financial statements of ODYSSEY
CORPORATION LIMITED, and its subsidiaries, which comprise the consolidated Balance
Sheet as at March 31, 2014, and the consolidated Statement of Profit and Loss and the
consolidated Cash Flow Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Management is responsible for the preparation of these consolidated
financial statements that give a true and fair view of the consolidated financial position,
consolidated financial performance and consolidated cash flows of the Company in
accordance with the Accounting Standards notified under the Companies Act, 1956 read
with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of
Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance
with the accounting principles generally accepted in India. This responsibility includes the
design, implementation and maintenance of internal control relevant to the preparation
and presentation of the financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these consolidated financial statements
based on our audit. We conducted our audit in accordance with the Standards on Auditing
issued by the Institute of Chartered Accountants of India. Those Standards require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from material misstatement. An
audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the consolidated financial statements. The procedures selected depend on
the auditor's judgment, including the assessment of the risks of material misstatement of
the consolidated financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the Company's preparation
and fair presentation of the consolidated financial statements in order to design audit
ANNUAL REPORT - 2014
-82-
ODYSSEY CORPORATION LIMITED
principles generally accepted in India:
(a) in the case of the Consolidated Balance Sheet, of the state of affairs of the Company
as at March 31, 2013;
(b) in the case of the Consolidated Statement of Profit and Loss, of the loss for the year
ended on that date; and
(c) in the case of the Consolidated Cash Flow Statement, of the cash flows for the year
ended on that date.
For CLB & Associates,Chartered AccountantsF. R. No. 124305W
Sd/-S. SarupriaPartnerM.No.035783Date: 30.05.2013
ANNUAL REPORT - 2014
-83-
ODYSSEY CORPORATION LIMITED
ANNUAL REPORT - 2014
Name of the Subsidiary CompanyOdyssey Infrabuild
Private Limited
Odyssey Global
Private Limited
Odyssey Media and
Entertainment
Private Limited
Odyssey Group PTE
Limited
A) The Financial Year of the Subsidiary Company
B) Shares of the subsidiary held by the Company on
the above date:
a) No. of Shares
8000 Equity
Shares of Rs. 100
each
8000 Equity
Shares of Rs. 10
each
9999 Equity Shares
of Rs. 10 each
1 Equity Shares of
$1
b) Extent of Holding 80% 80% 99% 100%
C)The net aggregate of profit/Loss of the
subsidiary company so far as its concerns the
members of the company
a) Not dealt within the account of the Company for
the year ended 31st,March,2014 amounted to:-
(I) For the financial years ended as in (A) above; NIL NIL NIL NIL
(II) for the previous financial year of subsidiary
since they became the subsidiary of the companyNIL NIL NIL NIL
b) Dealt within the account of the Company for the
year ended 31st March,2014 amounted to:-
(I) For the financial years ended as in (A) above; -89377 -131265 -5,909,381
(II) for the previous financial year of subsidiary
since they became the subsidiary of the company -92765 -135265 -39216
D) As the Financial year of the Company coincide
with the financial year of the holding
company.section 212(5) of the Companies
Act,1956 N.A. N.A N.A. N.A.
Statement Pursuant to Section 212 of the Companies Act,1956,Relating to Subsidiary Company
31st March,2014 31st March,2014 31st March,2014 31st March,2014
NIL
NIL
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ODYSSEY CORPORATION LIMITED
PROXY FORM
th 19 ANNUAL GENERAL MEETING Folio No. :
I/We_______________________________of___________________________________in the district of____________being
the member(s) of the above named Company _____________hereby appoint___________________ of______ in
the district of ____________________________or failing him/her__________________of________________________ as
my/ our proxy to vote for me/ us on my/our behalf, at the Annual General Meeting of the Company to
be held at Shop No. 3, Hemu Castle, Dadabhai Road, Near Gokhilbai School, Vile Parle (W), Mumbai – th400056 on , 27 September 2014 and at any adjournment thereof.
Folio No.: D.P.ID NO: CLIENT I.D. NO: No.of Shares :AffixRe Signed this _________day of___________2014.
Note :This form in order to be effective should be duly stamped, completed and signed and must be deposited at the Registered Office of the Company, not less than 48 hours before the meeting.
Revenue Stamp of
Rs. 1/-
ATTENDANCE SLIP
th 19 ANNUAL GENERAL MEETING
I, Certify that I am a registered shareholder/proxy for the registered shareholder of the Company. I hereby record my presence at the Annual General Meeting of the Company at Shop No. 3, Hemu Castle, Dadabhai Road, Near Gokhilbai School, Vile Parle (W), Mumbai –
th400056 on 27 September,2014.
Registered Folio No.:-……………………… D.P.ID.NO…………………..Client ID No………………………
Name of the Shareholder :-………………………………………………………………………………
Note: Please fill in this attendance slip and hand it over at the Entrance. Members are requested to bring their copy of Annual Report of the meeting. Signature of the Shareholder / Proxy:………................……………
ANNUAL REPORT - 2014
-85-
ODYSSEY CORPORATION LIMITED
NOTES
ANNUAL REPORT - 2013
-86-
ODYSSEY CORPORATION LIMITED
NOTES
ANNUAL REPORT - 2013
-87-
ODYSSEY CORPORATION LIMITED
NOTES
ANNUAL REPORT - 2013
BOOK POST
If undelivered, please return to :
ODYSSEY CORPORATION LIMITED
Registered Office : Shop No. 3, Hemu Castle,
Dadabhai Road, Near Gokhilbai School,
Vile Parle (W), Mumbai – 400056
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