To
The Members,
SEACOAST SHIPPING SERVICES LIMITED
(Previously Known as Mahaan Impex Limited)
The Board of Directors hereby submits the 40th Annual Report
of business and operation of the Company SEACOAST SHIPPING SERVICES LIMITED, along
with audited financial statement for year ended March 31, 2023.
RESULT OF OUR OPERATION:
Particulars |
Current Year |
Current Year |
|
31.03.2023 |
31.03.2022 |
| Revenue from Operations |
429,57,77,481 |
127,80,48,279 |
| Other Income |
4,57,785 |
7,501 |
Total Revenue |
429,62,35,267 |
127,80,55,780 |
| Total Expenditure |
408,87,09,817 |
123,23,69,087 |
| (including Change in Inventories) |
|
|
| Profit Before Tax |
20,75,25,450 |
4,56,86,692 |
| Less: Tax expense/ Deferred tax liability |
(6,47,12,235) |
(2,01,37,374) |
Profit after Tax |
14,28,13,214 |
2,55,49,318 |
| Earnings Per Share |
0.42 |
0.08 |
OPERATIONS OVERVIEW:
For the year ended 31st March, 2023, your Company has
reported total revenue and net profit after taxation of Rs. 429,57,77,481/- and
Rs. 14,28,13,214/-respectively as compared to last year's total revenue
and net profit Rs. 127,80,55,780/- and Rs. 2,55,49,318/- respectively.
DIVIDEND:
Your Directors do not recommend any dividend on equity share for the
period ended 31st March, 2022 considering the current position of the Company.
CHANGE IN THE NATURE OFBUSINESS:
There are no changes in the nature of business during the year.
TRANSFER TO RESERVES:
The Company has transferred Rs. 14,28,13,214/- to reserves.
SHARE CAPITAL:
During the year Authorized Capital of the Company was Rs.
68,00,00,000/- (Rupees Sixty Eight Crores) having face value of Rs. 1 Each.
During the year in accordance with the provisions in the Articles of
Association of the Company and subject to such approvals, consents, permissions and
sanctions as may be considered necessary from appropriate Authorities and subject to such
terms and conditions, the consent of the members of the Company be and is hereby accorded
for the increase in Authorised Share Capital of the Company from Rs. 35,00,00,000/-
(Rupees Thirty Five Crore only) divided into Equity Share Capital of 35,00,00,000 (Thirty
Five Crore ) Equity Shares of Face Value Rs. 1/- (Rupees One only) to Rs. 68,00,00,000/-
(Rupees Sixty Eight Crore only) divided into 68,00,00,000 (Sixty Eight Crore only) Equity
Shares of Rs. 1/- (Rupees One only) each ranking pari-passu with the existing shares in
all respects and the Clause V of the Memorandum of Association and Article of Association
of the Company be altered accordingly.
V. The Authorised Share Capital of the Company is Rs. 68,00,00,000/-
(Rupees Sixty Eight Crores only) divided into 68,00,00,000 (Sixty Eight Crores) Number of
Equity Shares of Rs. 1/- (Rupees One only) each."
CHANGES IN MEMORANDUM AND ARTICLES OF ASSOCIATION:
During the year company has do the following amendment in Memorandum of
Association (MOA) and Articles of Association (AOA).
1. Company has also changed the Capital Clause with the approval of
shareholder in Annual General Meeting held on September 22, 2022
Authorised Share Capital of the Company from Rs. 35,00,00,000/- (Rupees
Thirty Five Crore only) divided into Equity Share Capital of 35,00,00,000 (Thirty Five
Crore ) Equity Shares of Face Value Rs. 1/- (Rupees One only) to Rs. 68,00,00,000/-
(Rupees Sixty Eight Crore only) divided into 68,00,00,000 (Sixty Eight Crore only) Equity
Shares of Rs. 1/- (Rupees One only) each ranking pari-passu with the existing shares in
all respects and the Clause V of the Memorandum of Association and Article of Association
of the Company be altered accordingly.
V. The Authorised Share Capital of the Company is Rs. 68,00,00,000/-
(Rupees Sixty Eight Crores only) divided into 68,00,00,000 (Sixty Eight Crores) Number of
Equity Shares of Rs. 1/- (Rupees One only) each.
2. Company has also changed the Addition in Object Clause with the
approval of shareholder in Extra Ordinary General Meeting held on December 12, 2022.
To insert the following as new clause Clause III (A) 4
To carry on any in India or elsewhere the business to manufacture, buy,
sell, import, export, develop, process, market, supply and to act as agent, distributor,
stockist, wholesales, dealers, retailer or marketers or otherwise to deal in all types,
tastes, uses, descriptions of agro products, such as fertilizers, manures, plant or animal
foods, pesticides, including insecticides, herbicides or eedicides and fungicides and all
types of rice, maize, milo, seeds, cotton seeds, soyabeans, groundnuts, castors,
lineseeds, sunflower, coconut, rapeseed, almond, sesamam, mustard, sea seed, grapeseed and
to carry on all activities to develop Agricultural and forest resources based industrial
and also plant grow, cultivate, product and raise plantations of various agriculture
corps, forest and other plantation, horticultural crops, green house, net house, medical
and aromatic plants in their own farms and/or taken on lease. To Carry on the business as
manufacture, importer and exporter, whole seller, retailer and dealers of all type of
agricultural and other commodities.
BOARD MEETINGS:
During the year under review, the Board of Directors duly met 10 (Ten)
times. The Board meeting dates were 13.04.2022, 25.05.2022, 02.06.2022, 03.08.2022,
18.08.2022, 10.10.2022, 20.10.2022, 17.11.2022, 02.02.2023, 03.03.2023.
DIRECTOR'S RESPONSIBILITY STATEMENT:
Pursuant to the requirement under Section 134(5) of the Companies Act,
2013, it is hereby confirmed that:
i) That in the preparation of the annual accounts for the financial
year ended 31st March 2023, as per the applicable accounting standards have been followed
and that there were no material departures;
ii) That the Directors had selected such accounting policies and
applied them consistently and made judgments and estimates that were reasonable and
prudent so as to give a true and fair view of the state of the affairs of the company at
the end of the financial year and of the profit of the company for the year under review;
iii) That the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of the
Companies Act, 2013, for safeguarding the assets of the company and for preventing and
detecting a fraud and other irregularity.
iv) That the Directors have prepared the annual accounts for the year
ended 31st March 2023 on a "going concern basis."
v) That the Directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively;
vi) That the Directors had devised proper systems to ensure compliance
with the provisions of all applicable laws and that systems were adequate and operating
effectively.
DEPOSITS:
During the year under review the Company has not accepted any deposits
within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance
of Deposits) Rules, 2014.
DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:
The Company does not have any Subsidiary or Joint Venture or Associate
Company.
DIRECTORS AND KEY MANAGERIAL PERSONNEL:
During the year Board of Directors of the Company comprises of Six
Directors including a Woman Director, of which two are Executive Directors, one
Non-executive Director and two Independent Director.
Directors Retiring by Rotation:
In accordance with the provisions of the Act and the Articles of
Association of the Company, Mr. Sameer Amit Shah, Executive Director of the Company,
liable to retire by rotation at the ensuing Annual General Meeting and being eligible have
offered himself for re-appointment. The Board of Directors recommend his re-appointment
and the matter is being placed for seeking approval of members at the ensuing Annual
General Meeting of the Company.
Appointment of Directors:-
Board of Director appointed Mr. Viren Makwana (Non-executive,
Independent) Director as on 04.04.2023 and Mrs. Shivangi Gajjar (Non-executive,
Independent) as on 14.04.2023 and regularize after the approval of shareholder in annual
general meeting to be held on 28.09.2023.
Resignation of Directors:-
Mr. Apurvkumar Patel was resigned from the Post of Independent Director
of the Company w.e.f. 04.04.2023. Mr. Sushil R. Sanjot was resigned from the Post of
Independent Director of the Company w.e.f. 14.04.2023.
Appointment and Resignation of Key Managerial Personnel other than
Directors:-
Mr. Pawansut Swami was resigned from the post of Company Secretary cum
Compliance officer of the Company w.e.f. 01.05.2023.
Mr. Vinay Kumar Jain is appointed as a Company Secretary cum Compliance
officer of the Company w.e.f. 02.05.2023.
Mr. Dhruvalkumar Natubhai Patel was resigned from the post of Chief
Financial Officer w.e.f. 03.03.2023.
Mr. Manishkumar R. Shah is appointed as Chief Financial officer of the
Company w.e.f. 03.03.2023.
COMMITTEES OF THE BOARD:
In accordance with the Companies Act, 2013 and Listing Regulations, the
Company has following Committees in place:
? Audit Committee
? Nomination and Remuneration Committee ? Stakeholders Relationship
Committee ? Corporate Governance Committee
LISTING:
All the issue Equity Shares (53,86,80,000 Equity Shares) of the Company
are listed on Bombay Stock Exchange Limited (BSE) and Calcutta Stock Exchange Limited
(CSE).
CHANGES IN REGISTERED OFFICE ADDRESS:
During the year the registered office of the company not changed.
CORPORATE SOCIAL RESPONSIBILITY:
Your Company has formed the CSR Committee as per the requirement of the
Companies Act, 2013. On recommendation of CSR Committee, the Board of Directors' of
your Company has approved the CSR Policy which is available on the website of your Company
at www.seacoastltd.com. The brief outline of the Corporate Social Responsibility (CSR)
Policy of your Company and the initiatives undertaken by your Company on CSR activities
during the year are set out in Annexure A of this report in the format prescribed in the
Companies (Corporate Social Responsibility Policy) Rules, 2014.
RELATED PARTY DISCLOSURES:
During the year transaction with related parties referred to in
sub-section (1) of section 188 of the Companies Act, 2013 are attached with Financial
Statement of the Company.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
Your Company has implemented adequate procedures and internal controls
which provide reasonable assurance regarding reliability of financial reporting and
preparation of financial statements. The Company also ensures that internal controls are
operating effectively.
VIGIL MECHANISM:
The Company has put in place a ‘Whistle Blower Policy' in
compliance with the provisions the Companies
Act, 2013, other applicable laws and in accordance with principles of
good corporate governance.
INSIDER TRADING REGULATIONS:
Based on the requirements under SEBI (Prohibition of Insider Trading)
Regulations, 1992, as amended from time to time, the code of conduct for prevention of
insider trading and the code for corporate disclosures ("Code"), as approved by
the Board from time to time, are in force by the Company. The objective of this Code is to
protect the interest of shareholders at large, to prevent misuse of any price sensitive
information and to prevent any insider trading activity by dealing in shares of the
Company by its Directors, designated employees and other employees.
The Company also adopts the concept of Trading Window Closure, to
prevent its Directors, Officers, designated employees and other employees from trading in
the securities of the Company at the time when there is unpublished price sensitive
information.
RISK MANAGEMENT POLICY:
The Company has in place to ensure sustainable business growth with
stability and to promote a pro-active approach in reporting, evaluating and resolving
risks associated with the business. Major risks identified by the businesses and functions
are systematically addressed through mitigating actions on a continuing basis. These are
discussed at the meetings of the Audit Committee and the Board of Directors of the
Company. The Company's internal control systems are commensurate with the nature of
its business and the size and complexity.
POLICY FOR PRESERVATION OF DOCUMENTS AND ARCHIVAL OF DOCUMENTS:
Your Company has adopt the policy for the preservation of Documents and
Archival of Documents to ensure that all the necessary documents and records of the
Company are adequately protected and preserved as per the Statutory requirements.
POLICY OF CODE OF CONDUCT FOR DIRECTOR AND SENIOR MANAGEMENT:
Your Company has adopted the policy of code of Conduct to maintain
standard of business conduct and ensure compliance with legal requirements.
POLICY ON DETERMINATION OF MATERIALITY FOR DISCLOSURES:
Your Company has adopt the determination of Materiality disclosure to
ensure that the information disclosed by the Company is timely transparent and continuous.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL), ACT 2013:
The Company has always believed in providing a safe and harassment free
workplace for every individual working in its premises through various interventions and
practices. The Company always endeavors to create and provide an environment that is free
from discrimination and harassment including sexual harassment The Company has in place an
Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of
Women at the Workplace (Prevention, Prohibition and Redressal), Act 2013. Internal
Complaints Committee (ICC) has been set up to redress complaints received regarding sexual
harassment. All employees (permanent, contractual, temporary, trainees) are covered under
this policy.
LOANS, GUARANTEES OR INVESTMENTS IN SECURITIES:
During the year ended 31st March, 2023, company has given Loans,
Guarantees and/or made any Investments covered under the provisions of Section 186 of the
Companies Act, 2013. Detail description mentioned in to the Auditors report and Balance
Sheet of the Company.
MATERIAL CHANGES AND COMMITMENTS:
There have been no Material Commitments, affecting the financial
position of the Company which have occurred between the end of the Financial Year of the
Company to which the Financial Statement Related and the date of the report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:
No such Orders have been passed by the Regulators/Court or Tribunals
which can impact the going concern status and Company's operation in future.
PARTICULARS OF EMPLOYEES:
No Employee of the Company draws remuneration in excess of limit
prescribed under Section 197 read with Rule, 5 of The Companies Appointment and
Remuneration of Managerial Personnel) Rules, 2014.
EXTRACT OF ANNUAL RETURN:
The details forming part of the extract of the Annual Return in form
MGT-9 is annexed herewith as "Annexure I".
CORPORATE GOVERNANCE:
As required under the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a detailed report on Corporate Governance is attached to
this report as ANNEXURE IV. The certificate from auditor confirming compliance with the
conditions of corporate governance is also attached to the Corporate Governance Report.
MANAGEMENT DISCUSSION ANALYSIS REPORT:
Management Discussion Analysis Report as required under Regulation
34(2)(e) of Securities & Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is part of this report annexed herewith as "Annexure
II".
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE
EARNINGS AND OUTGO:
a) Conservation of energy:
Since the company does not carry on any manufacturing Activities, the
provision regarding this disclosure is not Applicable
b) Technology absorption:
There is no specific area in which company has carried out any Research
& Development. No technology has been imported as the company does not carry on any
manufacturing activity
c) Foreign exchange earnings and Outgo
| i. Foreign Exchange Earnings |
: Nil |
| ii. Foreign Exchange Outgo |
: Nil |
AUDITOR'S AND THEIR REPORT:
A) Statutory Auditors
Pursuant to provisions of Section 139 of the Companies Act read with
the Companies (Audit & Auditors) Rules, 2014, M/s V S S B & Associates, Chartered
Accountants, appointed as Statutory Auditors of the Company. The Statutory Auditors have
confirmed that they are not disqualified from continuing as Auditors of the Company.
The Report given by M/s V S S B & Associates, Chartered Accountants
for the Financial Year 2022-2023 forms part of the Annual Report. The Notes on Financial
Statements referred to in the Auditors' Report are self-explanatory and do not call
for any further comments. There are no audit qualifications, reservations or adverse
remarks from the Statutory Auditors during the year under review.
B) Report Secretarial Auditors and Secretarial Audit
Pursuant to provisions of section 204 of the Act and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board had
appointed M/s Dharti Patel, Practicing Company Secretaries, to undertake Secretarial Audit
of the Company for the financial year ended on March 31, 2023. The Secretarial Audit
Report is attached herewith as Annexure "III"
The explanations /comments made by the Board relating to the
qualifications, reservations or adverse remarks made by the Secretarial Auditor are as
follows:
According to the information and explanation given to us and the
records of the Company examined by us, the Company has violation of Regulation 18 (1) of
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 the company has violation Regulation 18(1) Non-compliance with the
constitution of audit committee till 02nd June 2022.
Board Reply:- On appointment of requisite number of
Independent Directors, constitution of the Committee was regularized w.e.f. 02nd
June 2022.
According to the information and explanation given to us and the
records of the Company examined by us the Company has violation Regulation 19(1)&
19(2) Non-compliance with the constitution nomination and remuneration committee till 02nd
June 2022.
Board Reply:- On appointment of requisite number of Independent
Directors, constitution of the Committee was regularized w.e.f. 02 nd June 2022..
According to the information and explanation given to us and the
records of the Company examined by us the Company has violation Regulation 17
Non-compliance with the requirement pertaining to the Composition of the Board till 02nd
June 2022.
Board Reply: - The Company has appointed CFO as on 02/06/2022.
According to the information and explanation given to us and the
records of the Company examined by us the Company has not compliant Regulation 29(2)&
29(3) for the Month of February 2023.
Board Reply: - The BSE has imposed the Fine for the Violation of
the mentioned regulation and the same has been paid by the Company.
According to the information and explanation given to us and the
records of the Company examined by us the Company has not compliant Regulation 23(9) for
the half year ended September 2022.
Board Reply:- The BSE has imposed the Fine for the Violation of the
mentioned regulation and the same has been paid by the Company.
C) Internal Auditor
During the year company has not appointed Internal Auditor.
BOARD EVALUATION:
The Board has carried out the annual performance evaluation of its own
performance, the Directors individually as well as the evaluation of the working of its
Audit and Nomination and Remuneration Committee. A separate exercise was carried out to
evaluate the performance of individual Directors including the Chairman of the Board, who
were evaluated on parameters such as level of engagement and contribution, independence of
judgment safeguarding the interest of the Company etc. The performance evaluation of the
Independent Directors was carried out by the entire Board. The performance evaluation of
the Chairman and the Non Independent Directors was carried out by the Independent
Directors. The Directors expressed their satisfaction with the evaluation process.
DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received necessary declaration from each independent
director under Section 149(7) of the Companies Act, 2013, that they meet the criteria of
independence laid down in the Companies Act, 2013 and Listing Regulations.
CHANGE IN THE NATURE OF BUSINESS:
Your company made addition in the object clause during the financial
year 2022-23, with the approval of shareholder in Extra Ordinary General Meeting held on
December 12, 2022.
The Company is presently engaged in the business of shipping and
logistic services. With an immaculate foundation in logistic, the Company has managed to
expand its outreach and build a strong foundation with other industries. Our experience in
dealing with agro cargo, has allowed us to build our own network and managed to diversify
in an agro industry which may be conveniently and advantageously combined with existing
business of shipping and logistic services.
REMUNERATION POLICY:
The company has adopted a remuneration policy of directors and senior
management personnel, detailing inter alia the procedure for director appointment and
remuneration including the criteria for determining qualification.
The policy ensures that (a) the level and composition of remuneration
is reasonable and sufficient to attract , retain, and motivate the directors of the
quality require to run the company successfully ; (b) relationship of remuneration to the
performance is clear and meets appropriate performance benchmarks; and (c) remuneration to
directors and key managerial personnel and senior management involves a balance fixed and
incentive pay reflecting short and long term performance objectives appropriate to the
working of the company and its goal. The policy has been approved by the nomination and
remuneration committee and the board. The remuneration policy document as approved by the
board is uploaded on the company's website www.seacoastsltd.com.
GENERAL DISCLOSURE:
Your Directors state that the Company has made disclosures in this
report for the items prescribed in section 134(3) of the Act read with Rule 8(3) of The
Companies (Accounts) Rules, 2014 to the extent the transactions took place on those items
during the year. 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 this report.
ACKNOWLEDGEMENT:
Your Directors place on record their sincere appreciation of the
co-operation and assistance extended by the bankers of the Company. They also place on
record their appreciation of the devoted services rendered by the Executives, Staff
Members and Workers of the Company.
The Director concludes this Report by placing on record their gratitude
to all shareholders, bankers and Govt. authorities for their continued support.
Place: Ahmedabad |
By Order of the Board |
Date: 05/09/2023 |
For, Seacoast Shipping Services Limited |
|
Sd/- |
|
Manishkumar R. Shah |
|
Chairman cum Managing Director |
|
DIN: 01936791 |
THE ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
1. A brief outline of the Company's CSR policy, including
overview of projects or programs proposed to be undertaken and a reference to the web-link
to the CSR policy and projects or programs :
Seacoast Shipping Services Limited has always been at forefront of
Voluntary CSR. The provisions of the Companies Act, 2013 have made it imperative to
institutionalize the CSR activities. The objective of your Company's CSR policy is to
lay down the guiding principles for proper functioning of CSR activities to attain
sustainable development of the society around the area of operations of the Company. Your
Company's social responsibility policy focuses on using the capabilities of business
to improve lives and contribute to sustainable living, through contributions to local
communities and society at large.
CSR Policy of the Company is available on the Company's website
(weblink
http://seacoastltd.com/wp-content/uploads/2023/02/Corporate-Social-Responsibility-Policy.pdf)
2. The Composition of the CSR Committee:
The Board of Directors of your Company has constituted the Corporate
Social Responsibility Committee of Directors. CSR Committee is formed as per the
applicable laws of the Companies Act, 2013 and the Committee is responsible for the
implementation/monitoring and review of the policy and various projects/activities
undertaken under the policy.
The Members of the CSR committee are:
a. Jaydeep Bakul Shah Chairperson Non Executive Independent Director b.
Shivangi Gajjar Member - Non Executive Independent Director c. Viren Makwana Member - Non
Executive Independent Director
3. Average Net Profit of the Company for last three financial years:
INR 648.21 Lakhs calculated as per CSR Rules.
4. Prescribed CSR Expenditure (two percent of the amount as in item
3 above): INR 12.96 Lakhs
5. Details of CSR Spent during the financial year.
a. Total Amount to be spent for the financial year : INR 12.96
Lakhs b. Amount unspent, if any : Nil c. Manner in which amount spent during the
financial year: Donation to Charitable Trust.
6. In case the Company has failed to spend the two per cent of the
average net profit of the last three financial years or any part thereof, the company
shall provide the reasons for not spending the amount in its Board's Report ;
N.A.
7. A responsibility statement of the CSR Committee that the
implementation and monitoring of CSR Policy, is in compliance with CSR objectives and
Policy of the company.
The Company recognizes its obligations to act responsibly, ethically
and with integrity in its dealings with employees, community, customers and the
environment as a whole. We know that corporate responsibility is essential to our current
and future success as a business. The Company believes it has the greatest opportunity to
drive values through CSR initiatives in areas pertaining to Health, Education,
Environmental sustainability, Rural development and has committed to improving the quality
of life in communities in many years.
In the FY 2022-23, in compliance with its CSR Policy and objectives
thereof, the company focused its activities through charitable trust to health care.The
CSR Committee confirms that the implementation and monitoring of the CSR Policy, is in
compliance with CSR objectives and Policy of the Company.
|
SD/- |
| Mr. Jaydeep B. Shah |
Mr. Manish R. Shah |
| (DIN 09535615) |
(DIN-01936791) |
| Chairman CSR Committee |
Managing Director |
I. REGISTRATION AND OTHER DETAILS:
i. CIN |
L61100GJ1982PLC105654 |
ii. Registration Date |
15TH October, 1982 |
iii. Name of the Company |
Seacoast Shipping Services Limited |
|
(Previously Known as Mahaan Impex |
|
Limited) |
iv. Category/Sub-category of the Company |
Public Company |
v. Address of the Registered office |
D-1202, Swati Crimson and Clover Shilaj |
|
Circle, Sardar Patel Ring Road, |
|
Ahmedabad, Gujarat 380054 Contact : |
|
+91 9904884444 |
vi. Whether listed company |
Yes |
vii. Name, Address & contact details
of the |
MCS Share Transfer Agent Limited |
Registrar & Transfer Agent, if any. |
101, Shatdal Complex, Opp. Bata Showroom, |
|
Ashram Road, Ahmedabad-380009 |
|
Ph. No. 079-26580461/62/63 |
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:
All the business activities contributing 10% or more of the total
turnover of the company shall be stated
SL No |
1 Name & Description of
main products/services Shipping and Logistic Services |
NIC Code of the
Product/service 50119 |
% to total turnover of the
company 100% |
III. PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES
Name & Address of the
CIN/GLN Company |
HOLDING/ SUBSIDIARY/
ASSOCIATE |
% OF SHARES HELD |
APPLICABLE SECTION |
|
NIL |
|
|
IV. SHAREHOLDING PATTERN (Equity Share capital Break up as % to total
Equity)
Category of
Shareholders |
No. of Shares
held at the beginning of the year (1st April 2022) |
No. of Shares
held at the end of the year (31st March 2023) |
|
|
Demat |
Physical |
Total |
% of Total
Shares |
Demat |
Physical |
Total |
% of Total
Shares |
% change during
the year |
A. Promoters |
|
|
|
|
|
|
|
|
|
(1) Indian |
|
|
|
|
|
|
|
|
|
a) Individual/HUF |
178025500 |
0 |
178025500 |
52.88 |
150001230 |
0 |
150001230 |
44.55 |
-8.33 |
b) Central Govt. or State Govt. |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
c) Bodies Corporate |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
d) Bank/FI |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
e) Any other |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
SUB TOTAL:(A) (1) |
178025500 |
0 |
178025500 |
52.88 |
178025500 |
0 |
150001230 |
44.55 |
-8.33 |
(2) Foreign |
|
|
|
|
|
|
|
|
|
a) NRI- Individuals |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
b) Other Individuals |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
c) Bodies Corp. |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
d) Banks/FI |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
e) Any other… |
'2'> 0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
|
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
SUB TOTAL (A) (2) |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
Total Shareholding of |
178025500 |
0 |
178025500 |
52.88 |
178025500 |
0 |
150001230 |
44.55 |
-8.33 |
Promoter (A)= (A)(1)+(A)(2) |
|
|
|
|
|
|
|
|
B. PUBLIC SHAREHOLDING |
|
|
|
|
|
|
|
|
|
(1) Institutions |
|
|
|
|
|
|
|
|
|
a) Mutual Funds |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
b) Banks/FI |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
C) Central govt. |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
d) State Govt. |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
e) Venture Capital Fund |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
f) Insurance Companies |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
g) FIIS |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
h) Foreign Venture Capital |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
Funds |
|
|
|
|
|
|
|
|
|
i)Foreign Portfolio Investors |
5992950 |
0 |
5992950 |
1.78 |
0 |
0 |
0 |
0.00 |
-1.78 |
j) Others (specify) |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
SUB TOTAL (B)(1): |
5992950 |
0 |
5992950 |
1.78 |
0 |
0 |
0 |
0 |
-1.78 |
(2) Non Institutions |
|
|
|
|
|
|
|
|
|
a) Bodies corporate |
|
|
|
|
|
|
|
|
|
i) Indian |
28973470 |
0 |
28973470 |
8.61 |
12432250 |
0 |
12432250 |
3.69 |
-8.90 |
ii) Overseas |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
b) Individuals |
|
|
|
|
|
|
|
|
|
i) Individual
shareholders holding nominal share capital up to Rs.2 lakh |
35064682 |
158130 |
35222812 |
10.46 |
119303587 |
158130 |
119461717 |
35.48 |
+25.02 |
ii) Individuals
shareholders holding nominal share capital in excess of Rs. 2 lakh |
70374322 |
0 |
70374322 |
20.90 |
32299718 |
0 |
32299718 |
9.59 |
-11.31 |
c) Others (specify) |
|
|
|
|
|
|
|
|
|
| Hindu Undivided Family |
16930002 |
0 |
16930002 |
5.03 |
20084168 |
0 |
20084168 |
5.97 |
+.94 |
| NRI |
1155944 |
0 |
1155944 |
0.34 |
2395917 |
0 |
2395917 |
0.71 |
+0.71 |
| Clearing Members |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0.00 |
SUB TOTAL (B)(2): |
152498420 |
158130 |
152656550 |
45.34 |
186515640 |
158130 |
186673770 |
55.45 |
+10.11 |
Total Public Shareholding
(B)= (B)(1)+(B)(2) |
158491370 |
158130 |
158649500 |
47.12 |
186515640 |
158130 |
186673770 |
55.45 |
+8.33 |
C. Shares held by Custodian
for GDRs & ADRs |
0 |
0 |
0 |
0.00 |
0 |
0 |
0 |
0.00 |
0.00 |
Grand Total (A+B+C) |
336516870 |
158130 |
336675000 |
100.00 |
336516870 158130 |
336675000 |
100.00 |
0.00 |
V. SHAREHOLDING OF PROMOTERS AS ON 31/03/2023.
Sr. No. Shareholders'
Name |
Shareholding at
the beginning of the year (1st April, 2022) |
Shareholding at
the End of the year (31st March, 2023) |
|
|
No. of shares |
% of total shares of the
Company |
% of shares
pledged encumber ed to total shares |
No. of shares |
% of total shares of the
Company |
% of shares
pledged encumber ed to total shares |
% change in shareholding
during the year |
1. Manishkumar Raichand Shah |
17,46,03,000 |
51.86 |
0 |
15,00,00,955 |
44.55 |
0 |
-7.31 |
2. Sameer Amit Shah |
34,22,500 |
1.02 |
0 |
275 |
0.00 |
0 |
-1.02 |
TOTAL |
17,80,25,500 |
52.88 |
0 |
15,00,01,230 |
44.55 |
0 |
-8.33 |
# Percentage Calculated as per the Share capital as on beginning of the
Financial Year.
VI. CHANGE IN PROMOTERS' SHAREHOLDING DURING THE F.Y.2022-23.
Sr. No. CHANGE IN
PROMOTERS' SHAREHOLDING Particulars |
Shareholding
at the beginning of the Year |
Cumulative
Shareholding during the year |
Date of Increase
/Decrease |
1. Manishkumar Raichand Shah |
No. of Shares |
% of total shares of the company |
No of shares |
% of total shares of the company |
|
| At the Beginning of the year |
17,46,03,000 |
51.86 |
17,46,03,000 |
51.86 |
-- |
| Sale of Shares |
(2,46,02,045) |
(7.31) |
(2,46,02,045) |
(7.31) |
|
| At the End of the year |
150,000,955 |
44.55 |
17,46,03,000 |
44.55 |
-- |
2. Sameer Amit Shah |
|
|
|
|
|
| At the Beginning of the year |
34,22,500 |
1.02 |
34,22,500 |
1.02 |
-- |
| Sale of Share |
(34,22,225) |
(1.02) |
(34,22,225) |
(1.02) |
|
| At the End of the Year |
275 |
1.02 |
275 |
0.00 |
-- |
*Percentage Calculated as per the Share Capital As on beginning of the
Financial Year
VII. SHAREHOLDING PATTERN OF TOP TEN SHAREHOLDERS (OTHER THAN
DIRECTORS,
PROMOTERS & HOLDERS OF GDRS & ADRS)
Sr. No. Name of
Shareholders |
Shareholding at the Change in
Shareholding |
Shareholding at the end |
beginning of
the Year As on 01.04.2022 |
(No of Shares) |
of the year As
on 31.03.2023 |
|
No. of shares |
% of total shares of the
company |
Increase |
Decrease |
No. of shares |
% of total shares of the
Company |
1. SHAH PARASMAL KUNDANMAL HUF |
15000000 |
4.46 |
- |
- |
15000000 |
4.46 |
2. JR SEAMLESS PRIVATE LIMITED |
70000 |
0.02 |
7087269 |
- |
7157269 |
2.12 |
3. KETAN VASTIMAL PUNAMIYA |
1378000 |
0.41 |
1320000 |
- |
2698000 |
0.80 |
| 4. SURESH V PUNAMIYA |
1200000 |
0.36 |
1337913 |
- |
2537913 |
0.75 |
| 5. NEERAJ KUMAR SINGH |
0 |
0 |
2000000 |
- |
2000000 |
0.59 |
| 6. NITU GOYAL |
12955 |
0.04 |
1840557 |
- |
1853512 |
0.55 |
7. CROSSLAND TRUCKS PRIVATE
LIMITED |
0 |
0.00 |
1750000 |
- |
1750000 |
0.52 |
| 8. G S S S K DURGAPRASAD |
0 |
0.00 |
1354003 |
- |
1354003 |
0.40 |
| 9. NEERAJ SINGH HUF |
0 |
0.00 |
1000000 |
- |
1000000 |
0.30 |
| 10. KANMANI |
71551 |
0.02 |
|
- |
846834 |
0.25 |
VIII. SHAREHOLDING OF DIRECTORS AND KMP
Sr. No. Name of Directors
& other KMP |
Shareholding
at the beginning of the Year |
Change in
Shareholding (No of Shares) |
Shareholding
at the end of the year |
|
No. of shares |
% of total shares of the company |
Increase |
Decrease |
No. of shares |
% of total shares of
the company |
01 Manishkumar Raichand Shah |
174603000 |
51.86 |
0 |
24602045 |
150000955 |
44.55 |
| 02 Sameer Amit Shah |
3422500 |
1.02 |
0 |
3422225 |
275 |
0.00 |
| 03 Sushil Ramkumar Sanjot |
0 |
0 |
0 |
0 |
0 |
0 |
| 04 Apurvkumar Patel |
0 |
0 |
0 |
0 |
0 |
0 |
| 05 Jaydeep B. Shah |
0 |
0 |
0 |
0 |
0 |
0 |
| 06 Cheryl Manish Shah |
0 |
0 |
0 |
0 |
0 |
0 |
| 07 Pawansut Swami (CS) |
0 |
0 |
0 |
0 |
0 |
0 |
IX. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but
not due for payment
|
Secured Loans excluding
deposits |
Unsecured Loans |
Deposits |
Indebtedness at the beginning of the
financial year |
|
|
|
| i) Principal Amount |
20,00,00,000 |
2,35,86,378 |
0 |
| ii) Interest due but not paid |
15,72,082 |
0 |
0 |
| iii) Interest accrued but not due |
0 |
0 |
0 |
Total (i+ii+iii) |
20,15,72,082 |
0 |
0 |
Change in Indebtedness during the
financial year |
|
|
|
| Additions |
|
|
0 |
| Reduction |
1,70,84,665 |
- |
0 |
Net Change |
|
|
0 |
Indebtedness at the end of the financial
year |
|
|
|
| i) Principal Amount |
18,29,15,335 |
10,08,42,697 |
0 |
| ii) Interest due but not paid |
0 |
0 |
0 |
| iii) Interest accrued but not due |
0 |
0 |
0 |
Total (i+ii+iii) |
18,29,15,335 |
10,08,42,697 |
0 |
X. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (DATA UP TO
31/03/2023) (Described salary amount is in INR paid during the Year
2022-23)
a. Remuneration to Managing Director, Whole time director and/or
Manager:
Sr. Particulars of Remuneration |
Name of MD, WTD and/or |
Total Amount |
No. |
Manager Manishkumar
Raichand Shah** |
Sameer Amit Shah** |
|
| 1 Gross salary |
|
|
|
(a) Salary as per provisions
contained in section 17(1) of the Income Tax. 1961. |
1,44,00,000 |
12,00,000 |
1,56,00,000 |
(b) Value of perquisites u/s
17(2) of the Income tax Act, 1961 |
0 |
0 |
0 |
(c ) Profits in lieu of salary
under section 17(3) of the Income Tax Act, 1961 |
0 |
0 |
0 |
| 2 Stock option |
0 |
0 |
0 |
| 3 Sweat Equity |
0 |
0 |
0 |
| 4 Commission |
|
|
|
| as % of profit |
0 |
0 |
0 |
| others (specify) |
0 |
0 |
0 |
| 5 Others, please specify |
0 |
0 |
0 |
Total (A) |
1,44,00,000 |
12,00,000 |
1,56,00,000 |
b. Remuneration to the Other Directors:
Sr. No. Particulars of
Remuneration |
Name of
Directors |
Total Amount |
1 Independent Directors |
Apurvkumar Patel |
Jaydeep B Shah |
Sushil R. Sanjot |
|
Fee for attending board &
committee |
0 |
0 |
0 |
0 |
| Commission |
0 |
0 |
0 |
0 |
| Others, please specify |
0 |
0 |
0 |
0 |
Total (1) |
0 |
0 |
0 |
0 |
2 Other Non-Executive
Directors |
|
Cheryl M. Shah |
|
|
Fee for attending board &
committee |
|
0 |
|
0 |
| Commission |
|
0 |
|
0 |
| Others, please specify |
|
0 |
|
0 |
Total (2) |
|
0 |
|
0 |
Total (B)=(1+2) |
|
0 |
|
0 |
*Mr. Apurvkur Patel resigned as on 04.04.2023 whereas ** Mr. Sushil R
Sanjot resigned as on 14.04.2023. c. Remuneration to Key Managerial Personnel other
than MD/MANAGER/WTD:
SN. Particulars of |
Key Managerial Personnel (Described
Salary is paid during the year) |
Remuneration |
CEO |
CS Pawansut Swami* |
CFO |
Total |
| 1 Gross salary |
|
|
|
|
(a) Salary as per provisions
contained in section 17(1) of the Income-tax Act,1961 |
N.A. |
4,95,500 |
0 |
4,95,500 |
(b) Value of perquisites u/s
17(2) Income-tax Act,1961 |
N.A. |
0 |
0 |
0 |
(c) Profits in lieu of salary
under section 17(3) Income-tax Act,1961 |
N.A. |
0 |
0 |
0 |
| 2 Stock Option |
N.A. |
0 |
0 |
0 |
| 3 Sweat Equity |
N.A. |
0 |
0 |
0 |
| 4 Commission |
|
|
|
|
| - as % of profit |
N.A. |
0 |
0 |
0 |
| others, specify… |
N.A. |
0 |
0 |
0 |
| 5 Others, please specify |
N.A. |
0 |
0 |
0 |
Total |
N.A. |
4,95,500 |
0 |
4,95,500/- |
* Mr. Pawansut Swami resigned as on 02.05.2023 from the post of company
secretary.
XI. PENALTIES/PUNISHMENT/COMPPOUNDING OF OFFENCES = NIL
Type |
Section of the Brief |
Details of |
Authority (RD/ |
Appeal made |
|
Companies Act |
Description |
Penalty/Punishment/
Compounding fees imposed |
NCLT/ Court) |
if any (give detail s) |
A. COMPANY |
|
|
|
|
|
Penalty |
|
|
|
|
|
Punishment |
|
|
NIL |
|
|
Compounding |
|
|
|
|
|
B. DIRECTORS |
|
|
|
|
|
Penalty |
|
|
|
|
|
Punishment |
|
|
NIL |
|
|
Compounding |
|
|
|
|
|
C. OTHER OFFICERS IN DEFAULT |
|
|
|
|
|
Penalty |
|
|
|
|
|
Punishment |
|
|
NIL |
|
|
Compounding |
|
|
|
|
|
Place: Ahmedabad By Order of the Board Date: 05/09/2023 For,
Seacoast Shipping Services Limited Sd/- Manishkumar R. Shah Chairman cum Managing
Director DIN: 01936791