BRIGADE HOSPITALITY SERVICES LIMITED 

 

ANNUAL REPORT 2011‐2012 

 

 

 

 

 

 

 

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N O T I C E Notice is hereby given that the EIGHTH ANNUAL GENERAL MEETING of Brigade Hospitality Services Limited will be held at at Galaxy Club, Brigade Gateway Campus, 26/1, Dr.Rajkumar Road, Malleswaram-Rajajinagar, Bangalore 560 055 on Tuesday 2nd August, 2012 at 2:00 p.m. to transact the following business:

AGENDA ORDINARY BUSINESS 1. To receive, consider and adopt the audited statement of accounts as at

31st March 2012 and the reports of the Board of Directors and the Auditors.

2. To appoint a Director in place of Mr. M.R.Jaishankar who retires by rotation and being eligible, offers himself for re-appointment.

3. To appoint Statutory Auditors of the Company for the period commencing from the conclusion of this Meeting until the conclusion of the next Annual General Meeting and to fix their remuneration.

By Order of the Board of Directors For Brigade Hospitality Services Limited Sd/- M.R.Jaishankar Managing Director NOTES: a) A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO

APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF / HERSELF AND THE PROXY NEED NOT BE A MEMBER.

b) Proxies in order to be effective must be received at the Registered Office of

the Company not less than forty eight hours before this Annual General Meeting.

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DIRECTORS’ REPORT To The Members, Your Directors have pleasure in presenting the Eighth Annual Report of the Company, along with the Audited Statement of Accounts, for the year ended 31st March, 2012.

1. FINANCIAL HIGHLIGHTS

The financial highlights of the Company for the year ended 31st March, 2012 is as follows:

(Rupees in crores) Particulars 2011-12 2010-11

Total Income 52.10 46.70 Total Expenditure 51.96 45.03 Depreciation 3.94 2.85 Prior period adjustments - (0.07) Profit before tax 0.14 1.58 Provision for :Current Tax Deferred Tax

0.03 0.52

0.22 0.00

Net Profit/(Loss) after Tax (0.41) 1.36 F & FE Reserve 0.70 0.66 Balance in Profit & Loss Account brought forward from previous year

(3.54) (4.71)

Balance carried to Balance Sheet (3.90) (3.54)

2. OPERATIONS DURING THE YEAR During the year company achieved a turnover of Rs. 52.10 crores as against Rs. 46.70 crores during the previous year, an increase of 11.56%. The company has incurred a loss of Rs. 0.41 crores during the year. The major contributor to the top line has been from Grand Mercure. Your Company would take the required action to improve its performance and clock better profitability in the near future.

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The Company during the year has shifted its registered office from “Penthouse, Brigade Towers, 135, Brigade Road, Bangalore - 560025” to “29th Floor, World Trade Centre, Brigade Gateway Campus, 26/1, Dr.Rajkumar Road, Malleswaram-Rajajinagar, Bangalore - 560055” There has been no change in the Share capital of the company.

3. DIRECTORS Mr. M. R. Jaishankar retires by rotation and being eligible, offers himself for reappointment. None of the Directors of the Company are disqualified under Section 274(1)(g) of the Companies Act, 1956.

4. DIRECTORS’ RESPONSIBILITY STATEMENT As stipulated under Section 217 (2AA) of the Companies Act, 1956, your Directors confirm as under:-

a) That in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with the proper explanation relating to material departures

b) That the Directors had selected such Accounting Policies and applied them

consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the Profit and Loss of the Company for that period.

c) That the Directors had taken proper and sufficient care for the

maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) That the Directors had prepared the annual accounts on a going concern

basis.

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5. AUDIT COMMITTEE The Audit Committee of the Company comprises of the following members as on 31st March, 2012:

1. Mr. Balaram Menon - Chairman 2. Mr. M S Ravindra - Member 3. Mr. M R Jaishankar - Member

6. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO The Company is engaged in service sector, has limited scope for energy conservation. Emphasis is being laid on employing techniques which result in conservation of energy. At work place, emphasis is more on installation of energy efficient lights and using natural light to a maximum extent. Company has imported capital goods/ incurred expenditure in foreign currency to the tune of Rs 0.50 crores (Rs 1.91 crores). Earnings in foreign currency – During the year the company earned Income in foreign currency to the tune of Rs.22.70 Crores (Rs. 24.87) crores.

7. PARTICULARS OF EMPLOYEES UNDER SECTION 217(2A) The employees of the Company who are in receipt of remuneration in excess of the limits prescribed in Section 217(2A) of the Companies Act, 1956, during the Year under review is contained in Annexure A.

8. AUDITORS The present Auditors, M/s. B. K. Ramadhyani & Co., Chartered Accountants, the Statutory Auditors of the Company retire at the ensuing Annual General Meeting of the Company and being eligible for re-appointment have offered themselves for re-appointment. M/s. B. K. Ramadhyani & Co., Chartered Accountants have confirmed that the appointment, if made, will be in accordance with the limits prescribed under Section 224(1B) of the Companies Act, 1956.

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9. ACKNOWLEDGEMENT

Your Board of Directors would like to express its appreciation to the stakeholders for their support and continued patronage. The Directors are also grateful for the co-operation of the Regulatory Authorities.

The Board further wishes to record their sincere appreciation to the employees of the Company whose efforts, hard work and dedication has enabled the Company to achieve the targets and recognitions.

for and on behalf of the Board

Sd/- Sd/-

Place: Bangalore M.R. Jaishankar Githa Shankar Date : 24th April 2012 Managing Director Director