Dear Members,
The Directors have pleasure in presenting their 9th Annual
Report and Audited Accounts for the year ended March 31, 2023.
1. Financial Results/Financial Highlights
The financial results for the year ended March 31, 2023 and the
corresponding figures for the previous year are as under:
Particulars |
2022-23 |
2021-22 |
|
(In Rupees Lakhs) |
(In Rupees Lakhs) |
Profit/(Loss) Before
Depreciation & Tax |
(174.54) |
(530.53) |
Less: Depreciation and
amortization |
0.76 |
2.44 |
Profit/(Loss) before tax |
(175.30) |
(532.97) |
Less: Provision for tax |
(0.01) |
(0.18) |
Profit after tax |
(175.31) |
(533.15) |
Add: Balance brought forward from
previous year |
(686.24) |
(153.09) |
Less: Dividend paid for the
year (including dividend distribution tax) |
- |
|
Balance to be carried forward |
(861.55) |
(686.24) |
2. Change in Share Capital
During the year under review, there were no changes in the share
capital of the Company. The total Equity share capital of the Company as on March 31, 2023
is Rs. 20 Crores only.
3. State of Company's Affairs and Future Outlook
During tire year under review, the Company suffered a net loss after
tax of Rs. 1,75,30,240/-. The Company Is constantly working to explore better business
opportunities in line with its objects.
4. Change in the nature of Business
During the year under review, there were no changes in the nature of
the business of the Company.
5. Deposits
The Company has neither accepted nor renewed any deposits from the
public falling within the ambit of Section 73 of the Companies Act, 2013 and the Rules
framed thereunder.
6. Subsidiary. loint Venture and Associate Company
The Company has 8 (Eight) Subsidiary Companies and 3 (Three) Associate
Companies as on March 31, 2023. A statement containing the salient features of the
financial statement of the subsidiaries and associate companies and its contribution to
the overall performance of the Company is provided in Annexure A.
7. Particulars of loans given, investments made, guarantees given, or
security provided hv the Company
The Company has disclosed the full particulars of the loans given,
investments made or guarantees given or security provided as required under Section 186 of
the Companies Act, 2013 in notes to the accounts forming part of the financial statements.
8. Particulars of Contracts or Arrangements with related parties
During the year under review. Company did not enter into any related
party contract or arrangement.
9. Amount to be carried to reserve
The Company has not transferred any amount to reserves during the year
under review.
10. Dividend
Your directors do not recommend any dividend for the year 2022-23.
11. Material changes and commitments affecting the financial position
of the Company, between the end of the financial year and the date of the report
There are no material changes and commitments affecting the financial
position of the Company between the end of the financial year and the date of the report.
12. Risk Management Policy
The Company has formulated a risk management policy and has in place a
mechanism to inform the Board Members about risk assessment and minimization procedures
and periodical review to ensure that executive management controls risk by means of a
properly designed framework.
13. Details of Directors and Kev Managerial Personnel
appointed/resigned during the year:
Mr. Anand Pandit, Mrs. Roopa Pandit and Mrs. Dimple Dalia are the
present Directors of the Company. No Directors were appointed or resigned during the year
under review.
Mrs. Sudha Navin Agarwal is the Company Secretary of the Company.
14. Number of Meetings of the Board ofDirectors
The meetings of the Board were held at regular intervals with a time
gap of not more than 120 days between two consecutive meetings. Additional meetings of the
Board of Directors were held when necessary. During the year under review, six meetings of
the Board of Directors were held.
15. Directors' Responsibility Statement
The Board of Directors of the Company confirms that:
a) In the preparation of Annual Accounts, the applicable accounting
standards have been followed along with proper explanation relating to material
departures;
b) The Directors have 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 loss of the Company for that year;
c) The Directors have 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) The Directors have prepared the Annual Accounts on a going concern
basis;>
e) The Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and were
operating effectively.
16. Compliance with Secretarial Standards on Board Meetings and General
Meetings
The Company has complied with Secretarial Standards issued by the
Institute of Company Secretaries of India on Board Meetings and General Meetings.
17. Protection of Women at workplace
The Company has in place a policy for protection of Women at workplace
and prevention of the sexual harassment in accordance with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition & Redressa!) Act, 2013.
Internal Complaints Committee has been set up to redress complaints received regarding
sexual harassment. All the employees (whether temporary, contractual, permanent or
trainees) of the Company are covered under this policy. The Company did not receive any
complaint during the year under review.
18. Auditors Report
The Auditors report to the shareholders does not contain any
qualification, observation or comment or remark(s) which have an adverse effect on the
functioning of the Company. Notes to accounts and other remarks in their report are self-
explanatory and do not call for further comments.
19. Statutory Auditors
The Auditors, M/s Sanjay & Vijay Associates (FRN. 120123W) were
appointed as Statutory Auditors for a period of 5 years from the Conclusion of the 07dl
AGM till the conclusion of 12(h AGM.
20. Frauds reported by Auditors
The Auditors of the Company have not reported any frauds as specified
under Section 143(12) of the Companies Act, 2013.
21. Conservation of Energy. Technology Absorption and Foreign Exchange
Earnings and Outgo
The details of conservation of energy, technology absorption and
foreign exchange earnings and outgo are as follows:
Conservation of energy
S. No. |
Particulars |
Remarks |
1 |
The steps taken or impact on
conservation of energy |
Company's operations do not
consume significant amount of energy |
2 |
The steps taken by the Company
for utilizing alternate sources of energy |
Not Applicable, in view of
comments in Clause (1) |
3 |
The capital investment on energy
conservation equipment |
Not Applicable, in view of
comments in Clause (1) |
Technology Absorption
S. no. |
Particulars |
Remarks |
1 |
The effort made towards
technology absorption |
NIL |
2 |
The benefits derived like
product improvement, cost reduction, product development or import substitution |
NIL |
3 |
In case of imported technology
(imported during the last 3 years reckoned from the beginning of the financial year) |
Not Applicable |
|
a) the details of technology
imported |
|
|
b) the year of import |
|
|
c) whether the technology has
been fully absorbed |
|
|
d) if not fully absorbed, areas
where absorption has not taken place, and the reasons thereof |
|
4 |
The expenditure incurred on
research and development |
NIL |
• No technology has been absorbed, developed and/or imported by
way of foreign collaboration.
Foreign Exchange earnings and outgo
During the year under review, the Company has "NIL" foreign
exchange earnings and outgo.
22. Details of Significant & Material Orders passed bv the
Regulators or Courts or Tribunals
During the year under review, there were no material and significant
orders passed by the Regulators or Courts or Tribunals impacting the going concern status
and the Company's operations in future.
23. Corporate Social Responsibility
The provisions of Section 135 of the Companies Act, 2013 pertaining to
Corporate Social Responsibility are not applicable to the Company.
24. Particular of Employees
The Company did not employ any such persons whose particulars are
required to be given under Rule 5(2] and (3] of the Companies (Appointment and
Remuneration of Managerial Personnel] Rules, 2014.
25. Transfer of amounts to Investor Education and Protection Fund
The Company does not have any funds lying unpaid or unclaimed for a
period of seven years. Therefore, there are no funds which are required to be transferred
to the Investor Education and Protection Fund.
26. Acknowledgements
The Directors place on record their sincere appreciation for the
assistance and cooperation extended by Bank, its employees, its investors and all other
associates and look forward to continue fruitful association with all business associates
of the Company.
Date: September 26, 2023
Place: Mumbai