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Directors Report of Ajcon Global Services Ltd.
Mar 31, 2025
The Board of Directors are pleased to present herewith the 38th Annual Report of Ajcon Global Services Limited (''the
Company'' or "your Company" or "AGSL") along with the Audited Financial Statements for the Financial Year ended on
31.03.2025 ("financial year under review"). This report comprises of our financial performance, key strategic initiatives
and corporate governance practices adopted by the Company that have guided the Company towards the
commendable growth trajectory.
The performance of the Company for the financial year ended 31.03.2025 is summarised below:
FINANCIAL RESULTS
in Lacs)
|
Particulars |
Standalone |
Consolidated |
||
|
Year Ended |
Year Ended |
Year Ended |
Year Ended |
|
|
Total Revenue |
1561.27 |
1494.74 |
1680.89 |
1608.59 |
|
Profit /(Loss) before Interest & Depreciation |
131.34 |
223.45 |
196.09 |
281.49 |
|
Less: Interest & Bank charges |
42.61 |
49.31 |
80.21 |
73.05 |
|
Less: Depreciation & Amortization Expenses |
36.50 |
38.87 |
37.10 |
38.87 |
|
Profit/(loss) before Tax |
52.23 |
135.27 |
78.78 |
169.57 |
|
Less: Provision for Taxation |
13.35 |
32.72 |
20.03 |
41.35 |
|
Less: Deferred Tax Expenses/(Savings) |
1.48 |
(0.33) |
1.62 |
(0.33) |
|
Less: Short / (Excess) Tax Provision of Tax in |
-- |
(1.41) |
(0.24) |
(1.41) |
|
Profit /(Loss) after Tax |
37.40 |
104.29 |
57.36 |
129.96 |
|
Share of Profit /Loss trf. to Minority Interest |
-- |
-- |
3.09 |
4.72 |
|
Profit /(Loss) after Tax Carried to Balance Sheet |
37.40 |
104.29 |
54.27 |
125.24 |
The above figures are extracted from the Financial Statements prepared in accordance with Indian Accounting
Standards ("IND AS") as notified under Section 129 and 133 of the Companies Act, 2013 ("the Act") read with the
Companies (Accounts) Rules, 2014 and other relevant provisions of the Act and the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), as amended from
time to time.
OPERATIONS:
STANDALONE
The operations of the Company for the year under review have resulted in the EBIDTA of ^ 131.34 Lacs as against
^223.45 Lacs in the previous year. After providing for interest, depreciation and taxes, the Company has recorded a
net profit of ^ 37.40 Lacs as against ^104.29 Lacs in the previous year. The Company''s operations are dependent
majorly on market volatility & economic activity. However, your Board of Directors expects better performance in the
current year.
CONSOLIDATED
The operations of the Company along with its subsidiaries on consolidated basis for the year under review have
resulted in the EBIDTA of ^ 196.18 Lacs as against ^281.49 Lacs in the previous year. After providing for interest,
depreciation and taxes, the Company has recorded a net profit of ^ 57.36 Lacs as against ^129.96 Lacs in the previous
year. The Company''s operations are dependent majorly on volatility & economic activity. However, your Board of
Directors expects better performance in the current year.
DIVIDEND
In order to conserve the resources for working capital needs, your Directors do not recommend any dividend.
TRANSFER TO RESERVES
Your Directors have decided to retain the entire amount of profit under Retained Earnings. Accordingly, your Company
has not transferred any amount to General Reserves for the year ended 31 March, 2025.
CHANGE IN THE NATURE OF BUSINESS, IF ANY
There is no change in the nature of business during the Financial Year 2024-25.
SHARE CAPITAL
The Authorised Share Capital of the Company is ^ 10,00,00,000 (Rupees Ten Crores Only) divided into 100,00,000 (One
Crore) Equity Shares of ^ 10/- (Rupees Ten Only) each.
The issued, subscribed and paid up Share Capital is ^ 6,11,62,000 (Rupees Six Crores Eleven Lakhs Sixty Two Thousand
Only) divided into 61,16,200 (Sixty One Lakhs Sixteen Thousand Two Hundred Only) Equity Shares of ^ 10 (Rupees Ten
Only) each.
During the year under review, the Company has issued 10,00,000/- Convertible Warrants at the issue price of Rs. 66/-
(Rupees Sixty Six Only) per warrant (inclusive of premium of Rs. 56/-) on a Preferential Cum Private Placement basis to
the Non- Promoters, Public Category Persons. The Company has received Rs. 16.50 per share warrant (inclusive of
Premium of Rs. 14/-) i.e. 25% of Issue Price. The balance of Rs. 49.50 per warrant shall be received within a period of
18 months from the date of allotment of warrants. Each warrant shall be converted into 1 (One) equity share on the
receipt of full amount. The Company has complied with the applicable provisions of Section 42 and 62(1) © of the
Companies Act, 2013 read with applicable provisions of the SEBI (Issue of Capital and Disclosures Requirement)
Regulations, 2009 as amended from time to time pertaining to the issue of the said Convertible Warrants on the
Preferential Cum Private Placement Basis. Other than the aforesaid Preferential Issue of Convertible Warrants, the
Company has not issued any Capital or Debentures during the financial year_ending 31st March, 2025. The proceeds of
convertible warrants have been fully utilised for the purpose it is raised.
DEPOSITORY
As on 31.03.2025, out of the Company''s total paid-up Equity Share of 61,16,200; 58,43,295 (95.54%) were held in
dematerialised mode on both CDSL & NSDL and 2,72,905 (4.46%) were held in physical mode. The Company''s Equity
Shares are compulsorily tradable in electronic form.
CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of the Company and its subsidiaries for FY 2024-2025 have been prepared in
compliance with the applicable provisions of the Companies Act, 2013 ("the Act") and as stipulated under Regulation
33 of the SEBI (LODR) Regulations, 2015 as well as in accordance with the Indian Accounting Standards notified under
the Companies (Indian Accounting Standards) Rules, 2015. The Audited Consolidated Financial Statements together
with the Independent Auditor''s Report therefrom form part of this Annual Report.
Pursuant to Section 129(3) of the Companies Act, 2013 a statement containing the salient features of the Financial
Statement of the subsidiary companies is attached to the Financial Statement in Form AOC-1.
Further pursuant to the provisions of Section 136 of the Companies Act, 2013 the Company will make available the
said financial statement of the subsidiary companies upon a request by any Member of the Company or its subsidiary
companies. These financial statements of the Company and the subsidiary Companies will also be kept open for
inspection by any member. The member can send an e-mail to cs@ajcon.net up to the date of the AGM and the same
would also be available on the Company''s Website at https://www.ajcononline.com/wp-
content/uploads/Annualreport/ajconglobal/An agsl2025.pdf
SUBSIDIARY COMPANIES
The Company has one (1) subsidiary and two (2) wholly owned subsidiaries namely Ajcon Finance Limited (78.87%
holding), Ajcon Comtrade Private Limited (100% Holding) and Kanchanmanik Securities Private Limited (100% holding)
respectively, as on 31.03.2025.
There are no associate companies or joint venture within the meaning of Section 2(6) of the Companies Act, 2013
("Act"). There has been no material change in the nature of the business of the subsidiaries.
A separate statement containing the salient features of the financial statements of all the subsidiary companies of
your Company forms part of consolidated financial statements in compliance with Section 129 and other applicable
provisions, if any, of the Companies Act, 2013.
Pursuant to the provisions of section 136 (1) of the Act, the financial statements including the consolidated financial
statements, financial statements of the subsidiary companies and all other documents required to be attached to this
report have been uploaded on the website of your Company (www.ajcononline.com).
The financial performance of the subsidiary companies included in the consolidated financial statements of your
Company is set out in the Note No. 36 of the Notes to Accounts in Consolidated Financial Statements.
PUBLIC DEPOSITS
During the financial year 2024-2025, your Company has not accepted or renewed any deposit within the meaning of
Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 from its
members or the public. No amount of principal or interest was outstanding as on the date of the Balance Sheet.
PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS
The details of loans and investments are given in the Notes to the Financial Statement forming part of Annual Report
of the Company. During FY 2024-25, the Company has not given guarantee to any of its subsidiaries, associate
companies and other body corporates and persons.
CORPORATE SOCIAL RESPONSIBILITY
The provisions of Companies Act, 2013 regarding Corporate Social Responsibility are not attracted to the company yet.
Therefore Company has not constituted a Corporate Social Responsibility Committee. The provisions of a Corporate
Social Responsibility shall be complied with by the Company as and when applicable in the near future.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE
OCCURRED BETWEEN 31st March, 2025 & 29th May, 2025 (Date of Report)
There were no material changes and commitments affecting the financial position of the Company between the end
of financial year (31st March, 2025) and the date of the Report (29th May, 2025).
DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS. KEY MANAGERIAL PERSONNEL
The Board has, on the recommendation of the Nomination & Remuneration Committee of the Company framed a
policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their
remuneration. The salient aspects of the said policy, covering in the Nomination and Remuneration Policy, covering
the policy on appointment and remuneration of Directors and other matters have been outlined in the Corporate
Governance Report of the Company which forms part of this Report.
The Managing Director and Whole-Time Directors of the Company do not receive any remuneration from any of the
subsidiary companies of the Company.
PARTICULARS OF EMPLOYEES & RELATED DISCLOSURES
The ratio of remuneration of each director to the median of employees'' remuneration as per Section 197(12) of the
Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is enclosed as "Annexure - A".
In accordance with the provisions of Section 197(12) of the Act and Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of employees are available with
the Company. In terms of provisions of Section 136(1) of the Act, this report is being sent to the members without this
annexure whose email addresses are registered with the Company/ Depository Participants via electronic mode which
shall be available for inspection by the members via electronic mode. If any member interested in obtaining such
information may write to the Company Secretary of the Company in this regard or send an email to cs@ajcon.net
DIRECTORS AND KEY MANAGERIAL PEROSNNEL
The Board of the Company is formed with an optimum combination of Executive and Non-Executive Directors, which
not only meets the statutory obligation but also make a diversified Board with a mixed blend of experiences,
expertise, and professionalism. The details of Board and committee composition, tenure of directors, areas of
expertise and other details are available in the Corporate Governance report that forms part of this Annual Report.
a) Retirement by Rotation
As per Section 152 of the Companies Act, 2013, Mr. Anuj Ajmera (DIN: 01838428), Executive & Non-Independent
Director, retires by rotation at the ensuing 38th AGM and being eligible, offers himself for re-appointment.
b) Appointments, Reappointments and Changes in Board of Directors
During the year CS Ragini Chokshi (DIN: 06743306) Non-Executive Independent Director of the Company retired w.e.f
13.02.2025 on completion of her two consecutive terms of 5 years each. The Board puts on record its deep sense of
gratitude to CS Ragini Chokshi for her guidance & support at all the time during their tenure as the Independent
Directors of the Company.
The Board in its meeting held on 10.02.2025 has appointed CA Sangeeta Vijay Kumar (DIN: 10704866) as an Additional
Director in the capacity of Non-Executive Independent Director of the Company for the period of 5 consecutive years
w.e.f 10.02.2025 to 09.02.2030 (both days inclusive), who will not be liable to retire by rotation, subject to the
approval of members at the ensuing General Meeting/ Postal Ballot.
c) Key Managerial Personnel
Mr. Ashok Ajmera (Chairman, Managing Director & CEO), Mr. Ankit Ajmera (Whole -Time Director & CFO), Mr. Anuj
Ajmera (Whole -Time Director) and Mr. Kaushal Shukla,(Company Secretary) are the Key Managerial Personnel of the
Company in accordance with the provisions of Sections 2(51) and 203 of the Companies Act, 2013 read with
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS
All the Independent Directors have confirmed to the Board that they meet the criteria of independence as specified
under Section 149(6) of the Act and that they qualify to be independent directors pursuant to the Rule 5 of the
Companies (Appointment and Qualification of Directors) Rules, 2014. They have also confirmed that they meet the
requirements of ''Independent Director'' as mentioned under Regulation 16(1) (b) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. The confirmations were placed before the Board which was duly noted.
ANNUAL EVALUATION OF BOARD''S PERFORMANCE
Pursuant to the provisions of companies Act, 2013 and in accordance with SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried out annual performance evaluation of its own performance,
the Directors individually as well the evaluation of the working of its Audit, Nomination & Remuneration, Stakeholder
Relationship Committee and Risk Management Committee. A structured questionnaire was prepared after taking into
consideration inputs received from the Directors, covering various aspects of the Board''s functioning such as adequacy
of the composition of the Board and its Committees, Board culture, execution and performance of specific duties,
obligations and governance. During the year under review, the Independent Directors of your Company carried out
the performance evaluation of Non- Independent Directors and Chairperson at a separate meeting of Independent
Director and the Directors expressed their satisfaction with the evaluation process.
POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION
The Company has a Nomination and Remuneration Committee. The Committee reviews and recommend to the Board
of Directors about remuneration for Directors and Key Managerial Personnel and other employee up to one level
below of Key Managerial Personnel. The Company does not pay any remuneration to the Non-Executive Directors of
the Company other than sitting fee for attending the Meetings of the Board of Directors and Committees of the Board.
Remuneration to Executive Directors is governed under the relevant provisions of the Act and approvals.
The Company has devised the Nomination and Remuneration Policy for the appointment, re-appointment and
remuneration of Directors, Key Managerial Personnel and Senior Management Personnel. All the appointment, re¬
appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel are as per
the Nomination and Remuneration Policy of the company. The NRC Policy is designed to foster a compensation
structure that maintains equilibrium between fixed and variable pay, aligning with both short term and long term
performance objectives that support the strategic direction and operational execution of the Company. This Policy not
only aims to attract and retain talented and knowledgeable persons but also ensures that remuneration practices are
aligned with the Company''s long term objectives and overall stakeholder''s interest.
FAMILIARISATION PROGRAMME
Whenever any person joins the Board of the Company as a Director, an induction program is arranged for the new
appointee, wherein the appointee is familiarized with the Company, his/her roles, rights and responsibilities in the
Company, the Code of Conduct of the Company to be adhered, nature of the industry in which the Company operates,
and business model of the Company.
The detail of such familiarization programs has been disclosed on the Company''s website at www.ajcononline.com.
BUSINESS RISK MANAGEMENT
Pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Company has adhered to the principles of sound risk management and has a Risk Management
Policy in Place.
The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active
approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key
objective, the policy establishes a structured and disciplined approach to Risk Management, in order to guide
decisions on risk related issues.
In today''s challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the
growth plans of the Company are imperative. The common risks inter-alia are Regulations, competition, Business risk,
Technology obsolescence, Investments, retention of talent and expansion of facilities.
Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk.
As a matter of policy, these risks are assessed and appropriate steps are taken to mitigate the same.
INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use or
disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. The
Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and
reporting financial statements. The internal auditor of the company checks and verifies the internal control and
monitors them in accordance with policy adopted by the company. The Company continues to ensure proper and
adequate systems and procedures commensurate with its size and nature of its business.
ANNUAL RETURN
In accordance with Section 92(3) and Section 134(3) (a) of the Companies Act, together with Rule 12 of the Companies
(Management and Administration) Rules, 2014, we are pleased to announce that the Annual Return (MGT-7) of the
Company as of March 31, 2025, is now accessible on our website www.aicononline.com in disclosure icon,
Stakeholders are invited to review the document at Ajcon Global Services Limited Investor Relations page. This
initiative is part of our ongoing commitment to ensure transparency and ease of access to our corporate disclosures.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014 and Regulation 22 of the Listing Regulations, the Company has a whistle blower policy in place for
its Directors and Employees to report concern about unethical behavior, actual or suspected fraud or violation of the
Company''s code of conduct. The functioning of the vigil mechanism is reviewed by the Audit Committee from time to
time. None of the Directors or employees has been denied access to the Audit Committee of the Board. The Whistle
Blower Policy is available on the website of the Company i.e. https://www.ajcononline.com During the year, under
review, the Company did not receive any complaint under the said Mechanism.
PROHIBITION OF INSIDER TRADING
In terms of the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,
2015, as amended (PIT Regulations), the Company has adopted the revised "Code of Conduct to Regulate, Monitor
and Report Trading by Insiders" ("the Code"). The Code is applicable to all Directors, Designated persons and
connected Persons and their immediate relatives, who have access to Unpublished Price Sensitive information (UPSI)
relating to the Company.
COMMITTEES OF THE BOARD OF DIRECTORS
The Board of Directors has constituted four (4) committees, viz;
a) Audit Committee (AC)
b) Nomination and Remuneration Committee (NRC)
c) Stakeholder''s Relationship Committee (SRC)
d) Risk Management Committee (RMC)
Details of all the Committees along with their composition, terms of reference and meetings held during the year are
provided in Corporate Governance Report which forms part of this Annual Report.
BOARD DIVERSITY
Your Company has over the years been fortunate to have eminent persons from diverse fields as Directors on its
Board. The Nomination and Remuneration Committee (NRC) has formalized a policy on Board Diversity to ensure
diversity of experience, knowledge, perspective, background, gender, age and culture from time to time.
BOARD AND COMMITTEE MEETINGS OVERVIEW
Regular Board Meetings are held once in a quarter, inter-alia, to review the quarterly results of the Company. During
the year, Five (05) Board Meetings were convened and held. The intervening gap between the meetings was within
the period stipulated under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. The dates on which meetings
were held are as follows:
|
Board Meeting Number |
Date of Meeting |
|
1/2024-25 |
27.05.2024 |
|
2/2024-25 |
09.08.2024 |
|
3/2024-25 |
13.11.2024 |
|
4/2024-25 |
19.12.2024 |
|
5/2024-25 |
10.02.2025 |
The details of the attendance of the Directors are provided in the Report on Corporate Governance.
During the year, Six (06) Audit Committee Meetings were convened and held. The intervening gap between the
meetings was within the period stipulated under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. The
dates on which meetings were held are as follows:
|
Audit Committee Meeting Number |
Date of Meeting |
|
1/2024-25 |
27.05.2024 |
|
2/2024-25 |
09.08.2024 |
|
3/2024-25 |
13.11.2024 |
|
4/2024-25 |
16.12.2024 |
|
5/2024-25 |
19.12.2024 |
|
6/2024-25 |
10.02.2025 |
OTHER COMMITTEE MEETINGS OVERVIEW
The Nomination & Remuneration Committee (NRC) met on 27.05.2024 and 10.02.2025. The Stakeholders Relationship
Committee (SRC) met on 10.02.2025. The details of which are given in Corporate Governance Report. In addition to
the above, the Board of Directors had constituted an additional committee during the year i.e. Capital Raising
Committee (comprises of Mr. Ashok Ajmera, Managing Director Mr. Ankit Ajmera, Executive Director and Mr. Kaushal
Shukla, CS & Compliance Officer) which met on 21.01.2025.
RELATED PARTY TRANSACTIONS
All related party transactions that were entered into during the financial year were on arm''s length basis and were in
the ordinary course of the business. There are no materially significant related party transactions made by the
company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict
with interest of the company at large.
All Related Party Transactions are placed before the Audit Committee & Board for their approval whenever applicable.
Prior omnibus approval for normal business transactions is also obtained from the Audit Committee for the Related
Party Transactions which are of repetitive nature and accordingly the required disclosures are made to the Committee
on quarterly basis in terms of the approval of the Committee.
The policy on Related Party Transactions as approved by the Board has been uploaded on the Company''s website
www.aicononline.com None of the Directors has any pecuniary relationships or transactions vis-a-vis the Company.
AUDITORS
The Members of the Company at the 35thAnnual General Meeting (''AGM'') held on 28thSeptember, 2022, approved the
appointment of M/s. Bhatter & Co., Chartered Accountant, Mumbai (Firm Registration No. 131092W) as the Statutory
Auditors of the Company for a period of five years commencing from the conclusion of the 35thAGM till the conclusion
of the 40thAGM, as recommended by the Audit Committee and approved by Board of Directors of the Company.
The Company had received the consent letter and eligibility certificate from M/s. Bhatter & Co., w.r.t. the said
appointment pursuant to the provisions of Section 139 of the Companies Act, 2013.
Statutory Audit and other fees paid to Statutory Auditors
During FY 2024-2025, the total fees for the statutory audit and other services rendered by the Statutory Auditors are
given below:
Auditors'' Remuneration
f''? In I arel
|
Particulars |
FY 2024-2025 |
FY 2023-2024 |
|
Audit Fees |
0.80 |
0.80 |
|
Tax Audit Fees |
0.10 |
0.10 |
|
Total |
0.90 |
0.90 |
AUDITORS'' REPORT
The observations made by the Auditors in their Report read with the relevant notes as given in the notes on financial
statements for the year ended 31stMarch, 2025 are self-explanatory and therefore do not call for any explanations or
comments. There is no qualified or modified opinion on any matters made by them.
REPORTING OF FRAUDS BY STATUTORY AUDITORS
There were no incidences of reporting of frauds by Statutory Auditors of the Company under Section 143(12) of the
Companies Act read with Companies (Accounts) Rules, 2014.
SECRETARIAL AUDITOR
Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules 2014, your Company has engaged the services of M/s. Kothari H. &
Associates, Company Secretary in Practice, Mumbai to conduct the Secretarial Audit of the Company for the financial
year ended March 31, 2025. Remarks given by the Secretarial Auditor in their report for the F.Y. 2024-2025 are self¬
explanatory. There is no qualification or adverse remarks made by them.
The Secretarial Audit''s Report (in E-Form No.: MR. 3) is attached as "Annexure- B"to this Report.
In order to comply with the SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations,
2024 dated 13.12.2024 and pursuant to applicable provisions of Section 204 of the Companies Act, 2013 2013 read
with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, your Company
has appointed Ms. Sonam Jain (Certificate of Practice: 12402 and Peer Review Certificate No. 2588/2022) as
Secretarial Auditors of the Company for the Audit Period of 5 consecutive years commencing from Financial Year
2025-2026 till Financial Year 2029-2030.
INTERNAL AUDIT
The Company has in place an adequate internal audit framework to monitor the efficacy of internal controls with the
objective of providing to the Audit Committee and the Board of Directors, an independent and reasonable assurance
on the adequacy and effectiveness of the organization''s risk management, internal control and governance processes.
The framework is commensurate with the nature of the business, size, scale and complexity of its operations.
The internal audit plan is developed based on the risk profile of business activities of the Company. The audit plan is
approved by the Audit Committee, which regularly reviews the compliance to the plan. The audits are carried out by
an independent external firm and the in-house internal audit team of the Company.
M/s. Atul Donde & Co., Chartered Accountants, Mumbai have conducted the internal audit periodically and submitted
their reports to the Audit Committee and their reports were reviewed by Audit Committee from time to time and
found to be satisfactory.
The objective of the Internal Audit is to:
> Review adequacy and effectiveness of operating controls;
> Review the adequacy of the supervisory control mechanisms;
> Recommend improvements in policies and procedures;
> Report significant observations and recommendations for process improvements; and
> Review and report progress on implementation of the control improvements
REPORTS ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS
The reports on Corporate Governance and Management Discussion and Analysis for the year under review, as
stipulated under Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 form part
of this Report.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION
The prescribed particulars of conservation of energy, technology absorption as stipulated under Section 134 of the
Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 are not applicable to your company as we are
neither a manufacturing company nor the operation of your Company are energy intensive. However, the disclosure
regarding the same are set-forth below:
a) Conservation of Energy: Adequate measure has been taken for conservation of energy and efficient use of
resources. Company follows principles of "Green IT".
b) Technology Absorption: The Company is vigil on technology absorption as per the requirement of its business
operations. However, during the year there was no acquisition of new technology.
c) Increasing the awareness on environment safety and engagement of employees in such measures.
d) Operating its business in compliance with applicable environmental laws and regulations.
e) Adopting sustainable practices designed to ensure the health, safety and wellbeing of Company''s employees,
stakeholders and the environment.
FOREIGN EXCHANGE INFLOW AND OUTFLOW
During the year 2024-25, total foreign exchange inflow and outflow of the Company is as follows:
1) Foreign Exchange Inflow Rs. NIL (P.Y. Rs. 4,62,303).
2) Foreign Exchange Outflow Rs. 6,31,112/- (P.Y. Rs. 2,50,278).
TRANSFER OF EQUITY SHARES/ DIVIDEND TO THE INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the provisions of Section 124(5) and 125 of the Companies Act, 2013 and the Investor Education and
Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016. During the year, the Company was not required
to transfer the unpaid or unclaimed dividends/shares to the Investor Education and Protection Fund (IEPF) established
by the Central Government since the Company has not declared any dividend in the financial year 2015-2016.
The Company has also uploaded the details of the shareholders whose shares/dividend were transferred to IEPF on its
website viz., www.ajcononline.com
Claim from IEPF Authority Members/Claimants whose shares, unclaimed dividend, have been transferred to the IEPF
Demat Account or the Fund, as the case may be, may claim the shares or apply for refund by making an application to
the IEPF Authority in e-Form IEPF- 5 (available on www.iepf.gov.in) along with requisite fee as decided by the IEPF
Authority from time to time. The Member/Claimants can file only one consolidated claim in a financial year as per the
IEPF Rules. No claim shall lie against the Company in respect of the dividend/shares so transferred.
INSURANCE
All the properties of the Company are adequately insured. The Company is also adequately insured for its activities as
stock & currency brokers and depository participant.
SECRETARIAL STANDARDS
The Board of Directors confirms that the Company has adhered to all applicable mandatory Secretarial Standards
issued by the Institute of Company Secretaries (ICSI) from time to time. This affirmation reflects the Company''s
commitment towards maintaining the highest standards of corporate governance.
DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013
The Company has zero tolerance for sexual harassment at work place and has adopted a policy on prevention,
prohibition and redressal of sexual harassment at workplace in line with the provision of Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. All
employees (permanent, contractual, temporary and trainees) are covered under the said policy. An internal
Complaints Committee (ICC) chaired by a senior female employee of the Company, has been set up to redress
complaints received under the Act.
Your Directors further state that, as on date there is no case filed pursuant to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act 2013.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section on 134(3)(c) read with Section 134(5) of the Companies Act, 2013, your Directors confirms that:
a) that in the preparation of the annual financial statements for the year ended March 31, 2025, the applicable
accounting standards have been followed along with proper explanation relating to material departures, if
any;
b) that such accounting policies as mentioned in Notes to the Financial Statements have been selected and
applied consistently and judgment and estimates have been made that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company as at March 31, 2025 and of the profit of the
Company for the year ended on that date;
c) that proper and sufficient care has been taken 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 fraud and other irregularities;
d) that the annual financial statements have been prepared on a going concern basis;
e) that proper internal financial controls were in place and that the financial controls were adequate and were
operating effectively;
f) that system to ensure compliance with the provisions of all applicable laws were in place and was adequate
and operating effectively.
GENERAL
Your Directors state that no disclosure or reporting is required in respect of the following items as there were no
transactions on these items during the year under review:
A. Issue of Equity Shares with differential rights as to dividend, voting or otherwise.
B. Neither the Managing Director nor the Whole-time Directors of the Company have received any remuneration
or commission from any of its subsidiaries.
C. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going
concern status and Company''s operations in future.
D. There were no changes in the nature of the business, ensuring consistency in our operations and strategic
focus.
E. The financial statements of the Company remained unaltered, reflecting our commitment towards
transparency and accuracy in financial reporting.
F. The requirement for maintaining cost records and undergoing cost audits, as prescribed under section 148(1)
of the Companies Act, 2013, were not applicable to our core business activities, aligning with our regulatory
obligations.
G. There were no transfer of unpaid and unclaimed amount to Investor Education and Protection Fund (IEPF)
during the year under review.
H. As per the Secretarial Standards 4 on Board Report issued by Institute of Company Secretaries of India (ICSI),
there were no revisions in the financial statements of the Company during financial year.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to Company''s bankers, Institutional and Retail clients
and customers, Regulators, Exchanges and other Authorities for their support, co-operation, guidance and assistance.
The Board is also grateful to the shareholders for their continued confidence. The Board also expresses its deep sense
of gratitude to Bank of India for its continued support for the Online Share Trading by its customers under the tie up
with the Company. The Board of Directors takes this opportunity to express their appreciation of the sincere efforts
put in by the executives and staffs at all the levels and hopes that they would continue their dedicated efforts in the
future also. We look forward to your continued support and cooperation as they are instrumental in your Company''s
overall growth year after year.
By Order of the Board
Sd/-
Place: Mumbai Ashok Ajmera
Date: 29.05.2025 Chairman & Managing Director
DIN:00812092
Mar 31, 2024
The Directors are pleased to present herewith the 37th Annual Report of Ajcon Global Services Limited (''the Company'' or "your Company" or "AGSL") along with the Audited Financial Statements for the Financial Year ended on 31.03.2024 ("financial year under review").
The performance of the Company for the financial year ended 31.03.2024 is summarised below:
FINANCIAL RESULTS
|
Rs. in Lacs) |
||||
|
Particulars |
Standalone |
Consolidated |
||
|
Year Ended 31.03.2024 |
Year Ended 31.03.2023 |
Year Ended 31.03.2024 |
Year Ended 31.03.2023 |
|
|
Total Revenue |
1494.74 |
782.94 |
1608.59 |
860.56 |
|
Profit /(Loss) before Interest & Depreciation |
223.45 |
145.40 |
281.49 |
192.16 |
|
Less: Interest & Bank charges |
49.31 |
41.75 |
73.05 |
76.19 |
|
Less: Depreciation & Amortization Expenses |
38.87 |
37.64 |
38.87 |
37.64 |
|
Profit/(loss) before Tax |
135.27 |
66.01 |
169.57 |
78.32 |
|
Less: Provision for Taxation |
32.72 |
16.99 |
41.35 |
19.94 |
|
Less: Deferred Tax Expenses/(Savings) |
(0.33) |
0.99 |
(0.33) |
0.99 |
|
Less: Short / (Excess) Tax Provision of Tax in Earlier Years |
(1.41) |
0.03 |
(1.41) |
0.03 |
|
Profit /(Loss)after Tax Carried to Balance Sheet |
104.29 |
48.01 |
129.96 |
57.36 |
The above figures are extracted from the Financial Statements prepared in accordance with Indian Accounting Standards ("IND AS") as notified under Section 129 and 133 of the Companies Act, 2013 ("the Act") read with the Companies (Accounts) Rules, 2014 and other relevant provisions of the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), as amended from time to time.
The operations of the Company for the year under review have resulted in the EBIDTA of ^ 223.45 Lacs as against ^145.40 Lacs in the previous year. After providing for interest, depreciation and taxes, the Company has recorded a net profit of ^104.29 Lacs as against ^48.01 Lacs in the previous year. The Company''s operations are dependent majorly on market & economy. However, your Board of Directors expects better performance in the current year.
The operations of the Company along with its subsidiaries on consolidated basis for the year under review have resulted in the EBIDTA of ^ 281.49 Lacs as against ^192.16 Lacs in the previous year. After providing for interest, depreciation and taxes, the Company has recorded a net profit of ^ 129.96 Lacs as against ^57.36 Lacs in the previous year. The Company''s operations are dependent majorly on market & economy. However, your Board of Directors expects better performance in the current year.
In order to conserve the resources for working capital needs, your Directors do not recommend any dividend. TRANSFER TO RESERVES
Your Directors have decided to retain the entire amount of profit under Retained Earnings. Accordingly, your Company has not transferred any amount to General Reserves for the year ended 31 March, 2024.
CHANGE IN THE NATURE OF BUSINESS, IF ANY
There is no change in the nature of business during the financial year 2023-24.
The paid up Equity Share Capital as on 31st March, 2024 was ^6,11,62,000/- divided into 61,16,200 equity shares of ^10/- each. During the year under review, the Company has neither issued shares with differential voting rights nor granted stock options nor sweat equity to any stakeholders of the Company.
As on 31.03.2024, out of the Company''s total paid-up Equity Share Capital of 61,16,200; 58,41,095 (95.50%) were held in dematerialised mode both on CDSL & NSDL and 275,105 (4.50%) were held in physical mode. The Company''s Equity Shares are compulsorily tradable in electronic form.
CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of the Company and its subsidiaries for FY 2023-2024 have been prepared in compliance with the applicable provisions of the Companies Act, 2013 ("the Act") and as stipulated under Regulation 33 of the SEBI (LODR) Regulations, 2015 as well as in accordance with the Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015. The audited consolidated financial statements together with the Independent Auditor''s Report therefrom form part of this Annual Report.
Pursuant to Section 129(3) of the Companies Act, 2013 a statement containing the salient features of the Financial Statement of the subsidiary companies is attached to the Financial Statement in Form AOC-1.
Further pursuant to the provisions of Section 136 of the Companies Act, 2013 the Company will make available the said financial statement of the subsidiary companies upon a request by any Member of the Company or its subsidiary companies. These financial statements of the Company and the subsidiary Companies will also be kept open for inspection by any member. The member can send an e-mail to cs@ajcon.net up to the date of the AGM and the same would also be available on the Company''s Website at https://www.ajcononline.com/wp-content/uploads/Annualreport/ajconglobal/An agsl2024.pdf
The Company has one (1) subsidiary and two (2) wholly owned subsidiaries namely Ajcon Finance Limited (78.87% holding), Ajcon Comtrade Private Limited (100% Holding) and Kanchanmanik Securities Private Limited (100% holding) respectively, as on 31.03.2024.
There are no associate companies or joint venture within the meaning of Section 2(6) of the Companies Act, 2013 ("Act"). There has been no material change in the nature of the business of the subsidiaries.
A separate statement containing the salient features of the financial statements of all the subsidiary companies of your Company forms part of consolidated financial statements in compliance with Section 129 and other applicable provisions, if any, of the Companies Act, 2013.
Pursuant to the provisions of section 136 (1) of the Act, the financial statements including the consolidated financial statements, financial statements of the subsidiary companies and all other documents required to be attached to this report have been uploaded on the website of your Company (www.aicononline.com).
The financial performance of the subsidiary companies included in the consolidated financial statements of your Company is set out in the note No. 35 of the Notes to Accounts in Consolidated Financial Statements.
During the financial year 2023-2024, your Company has not accepted or renewed any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 from its members or the public.
PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS
The details of loans and investments are given in the Notes to the Financial Statement forming part of Annual Report of the Company. During FY 2023-24, the Company has not given guarantee to any of its subsidiaries, associate companies and other body corporates and persons.
CORPORATE SOCIAL RESPONSIBILITY
The provisions of Companies Act, 2013 regarding Corporate Social Responsibility are not attracted to the company yet. Therefore Company has not constituted a Corporate Social Responsibility Committee. The provisions of a Corporate Social Responsibility shall be complied with by the Company as and when applicable in the near future.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN 31st March, 2024 & 27th May, 2024 (Date of Report)
There were no material changes and commitments affecting the financial position of the Company between the end of financial year (31st March, 2024) and the date of the Report (27th May,2024).
DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS. KEY MANAGERIAL PERSONNEL
The Board has, on the recommendation of the Nomination & Remuneration Committee of the Company framed a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration. The salient aspects of the said policy, covering in the Nomination and Remuneration Policy, covering the policy on appointment and remuneration of Directors and other matters have been outlined in the Corporate Governance Report of the Company which forms part of this Report.
The Managing Director and Whole-Time Directors of the Company do not receive any remuneration from any of the subsidiary companies of the Company.
PARTICULARS OF EMPLOYEES & RELATED DISCLOSURES:
The ratio of remuneration of each director to the median of employees'' remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is enclosed as "Annexure - A".
In accordance with the provisions of Section 197(12) of the Act and Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of employees are available with the Company. In terms of provisions of Section 136(1) of the Act, this report is being sent to the members without this annexure whose email addresses are registered with the Company/ Depository Participants via electronic mode which shall be available for inspection by the members via electronic mode. If any member interested in obtaining such information may write to the Company Secretary of the Company in this regard or send an email to cs@ajcon.net.
DIRECTORS AND KEY MANAGERIAL PEROSNNEL
a) Appointments, Reappointments and Changes in Board of Directors
During the year Mr. Narayan Tulsiram Atal (DIN: 00237626) and Mr. Samir Biswas (DIN: 02559909), Non-Executive Independent Directors of the Company retired w.e.f 31.03.2024 on completion of their two consecutive terms of 5 years each.
The Board puts on record its deep sense of gratitude to Mr. Narayan Tulsiram Atal and Mr. Samir Biswas for their guidance & support at all the time during their tenure as the Independent Directors of the Company.
The Board in its meeting held on Thursday, 28.03.2024 has appointed Mr. Rahul Atal (DIN: 10550966) and Mrs. Beverly S N Avalani (DIN: 10555207) as Non-Executive Independent Directors w.e.f 01.04.2024 subject to approval of members in the ensuing Annual General Meeting.
In accordance with the provisions of Companies Act, 2013 Mr. Ankit Ajmera (DIN: 00200434), Executive Director retires by rotation and being eligible has offered himself for re-appointment.
During the year Mr. Puspraj Pandey, resigned as Company Secretary & Compliance Officer w.e.f. 18.12.2023 and the Board on the recommendation of Remuneration & Nomination Committee appointed Mr. Kaushal Shukla (ICSI M. No.: A39234) as a Company Secretary & Compliance Officer of the Company in his place w.e.f 30.01.2024 in compliance with the applicable laws. The Board puts on record its deep sense of appreciation for the dedicated services rendered by Mr. Puspraj Pandey during his tenure as the Company Secretary & compliance officer of the Company.
Mr. Ashok Ajmera (Chairman, Managing Director & CEO), Mr. Ankit Ajmera (Whole -Time Director & CFO), Mr. Anuj Ajmera (Whole -Time Director) and Mr. Kaushal Shukla,(Company Secretary) are the Key Managerial Personnel of the Company in accordance with the provisions of Sections 2(51), 203 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS
All the Independent Directors have confirmed to the Board that they meet the criteria of independence as specified under Section 149(6) of the Act and that they qualify to be independent directors pursuant to the Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014. They have also confirmed that they meet the requirements of ''Independent Director'' as mentioned under Regulation 16(1) (b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The confirmations were placed before the Board which was duly noted.
ANNUAL EVALUATION OF BOARD''S PERFORMANCE
Pursuant to the provisions of companies Act, 2013 and in accordance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out annual performance evaluation of its own performance, the Directors individually as well the evaluation of the working of its Audit, Nomination & Remuneration, Stakeholder Relationship Committee and Risk Management Committee. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board''s functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance. During the year under review, the Independent Directors of your Company carried out the performance evaluation of Non- Independent Directors and Chairperson at a separate meeting of Independent Director and the Directors expressed their satisfaction with the evaluation process.
POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION
The Company has a Nomination and Remuneration Committee. The Committee reviews and recommend to the Board of Directors about remuneration for Directors and Key Managerial Personnel and other employee up to one level below of Key Managerial Personnel. The Company does not pay any remuneration to the Non-Executive Directors of the Company other than sitting fee for attending the Meetings of the Board of Directors and Committees of the Board. Remuneration to Executive Directors is governed under the relevant provisions of the Act and approvals.
The Company has devised the Nomination and Remuneration Policy for the appointment, re-appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel. All the appointment, reappointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel are as per the Nomination and Remuneration Policy of the company.
Whenever any person joins the Board of the Company as a Director, an induction program is arranged for the new appointee, wherein the appointee is familiarized with the Company, his/her roles, rights and responsibilities in the Company, the Code of Conduct of the Company to be adhered, nature of the industry in which the Company operates, and business model of the Company.
The detail of such familiarization programs has been disclosed on the Company''s website at https://www.ajcononline.com.
Pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has adhered to the principles of sound risk management and has a Risk Management Policy in Place.
The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, the policy establishes a structured and disciplined approach to Risk Management, in order to guide decisions on risk related issues.
In today''s challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company are imperative. The common risks inter-alia are Regulations, competition, Business risk, Technology obsolescence, Investments, retention of talent and expansion of facilities.
Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk.
As a matter of policy, these risks are assessed and appropriate steps are taken to mitigate the same.
INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements. The internal auditor of the company checks and verifies the internal control and
monitors them in accordance with policy adopted by the company. The Company continues to ensure proper and adequate systems and procedures commensurate with its size and nature of its business.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 22 of the Listing Regulations, the Company has a whistle blower policy in place for its Directors and Employees to report concern about unethical behavior, actual or suspected fraud or violation of the Company''s code of conduct. The functioning of the vigil mechanism is reviewed by the Audit Committee from time to time. None of the Directors or employees has been denied access to the Audit Committee of the Board. The Whistle Blower Policy is available on the website of the Company i.e. https://www.ajcononline.com During the year, under review, the Company did not receive any compliant under the said Mechanism.
COMMITTEES OF THE BOARD OF DIRECTORS
The Board of Directors has constituted four (4) committees, viz;
a) Audit Committee (AC)
b) Nomination and Remuneration Committee (NRC)
c) Stakeholder''s Relationship Committee (SRC)
d) Risk Management Committee (RMC)
Details of all the Committees along with their composition, terms of reference and meetings held during the year are provided in Corporate Governance Report which forms part of this Annual Report.
Your Company has over the years been fortunate to have eminent persons from diverse fields as Directors on its Board. The Nomination and Remuneration Committee (NRC) has formalized a policy on Board Diversity to ensure diversity of experience, knowledge, perspective, background, gender, age and culture from time to time.
Regular Board Meetings are held once in a quarter, inter-alia, to review the quarterly results of the Company. The Board of Directors of the Company met Five (05) times during the Financial Year 2023-2024 on 24.05.2023 10.08.2023, 09.11.2023, 30.01.2024 and 28.03.2024. The details of which are given in Corporate Governance Report. The provisions of Companies Act, 2013 and Listing Regulations were adhered to while considering the time gap between the two board meetings.
All related party transactions that were entered into during the financial year were on arm''s length basis and were in the ordinary course of the business. There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.
All Related Party Transactions are placed before the Audit Committee & Board for their approval whenever applicable. Prior omnibus approval for normal business transactions is also obtained from the Audit Committee for the Related Party Transactions which are of repetitive nature and accordingly the required disclosures are made to the Committee on quarterly basis in terms of the approval of the Committee.
The policy on Related Party Transactions as approved by the Board has been uploaded on the Company''s website https://www.ajcononline.com. None of the Directors has any pecuniary relationships or transactions vis-a-vis the Company.
The Members of the Company at the 35thAnnual General Meeting (''AGM'') held on 28thSeptember, 2022, approved the appointment of M/s. Bhatter & Co., Chartered Accountant, Mumbai (Firm Registration No. 131092W) as the Statutory Auditors of the Company for a period of five years commencing from the conclusion of the 35thAGM till the conclusion of the 40thAGM, as recommended by the Audit Committee and approved by Board of Directors of the Company.
The Company had received the consent letter and eligibility certificate from M/s. Bhatter & Co., w.r.t. the said appointment pursuant to the provisions of Section 139 of the Companies Act, 2013.
Statutory Audit and other fees paid to Statutory Auditors
During FY 20232-2024, the total fees for the statutory audit and other services rendered by the Statutory Auditors are given below:
|
Auditors'' Remuneration |
(''^'' In Lacs) |
|
|
Particulars |
FY 2023-2024 |
FY 2022-2023 |
|
Audit Fees |
0.80 |
0.80 |
|
Tax Audit Fees |
0.10 |
0.10 |
|
Total |
0.90 |
0.90 |
The observations made by the Auditors in their Report read with the relevant notes as given in the notes on financial statements for the year ended 31stMarch, 2024 are self-explanatory and therefore do not call for any explanations or comments. There is no qualified or modified opinion on any matters made by them.
REPORTING OF FRAUDS BY STATUTORY AUDITORS
There were no incidences of reporting of frauds by Statutory Auditors of the Company under Section 143(12) of the Companies Act read with Companies (Accounts) Rules, 2014.
Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, your Company has engaged the services of M/s. Kothari H. & Associates, Company Secretary in Practice, Mumbai to conduct the Secretarial Audit of the Company for the financial year ended March 31, 2024. Remarks given by the Secretarial Auditor in their report for the F.Y. 2023-2024 are selfexplanatory. There is no qualification or adverse remarks made by them.
The Secretarial Audit''s Report (in E-Form No.: MR. 3) is attached as "Annexure- B" to this Report.
The Company has in place an adequate internal audit framework to monitor the efficacy of internal controls with the objective of providing to the Audit Committee and the Board of Directors, an independent and reasonable assurance on the adequacy and effectiveness of the organization''s risk management, internal control and governance processes. The framework is commensurate with the nature of the business, size, scale and complexity of its operations.
The internal audit plan is developed based on the risk profile of business activities of the Company. The audit plan is approved by the Audit Committee, which regularly reviews the compliance to the plan. The audits are carried out by an independent external firm and the in-house internal audit team of the Company.
M/s. Atul Donde & Co., Chartered Accountants, Mumbai have conducted the internal audit periodically and submitted their reports to the Audit Committee and their reports were reviewed by Audit Committee from time to time and found to be satisfactory.
The objective of the Internal Audit is to:
> Review adequacy and effectiveness of operating controls;
> Review the adequacy of the supervisory control mechanisms;
> Recommend improvements in policies and procedures;
> Report significant observations and recommendations for process improvements; and
> Review and report progress on implementation of the control improvements
REPORTS ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS
The reports on Corporate Governance and Management Discussion and Analysis for the year under review, as stipulated under Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 form part of this Report.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The prescribed particulars of conservation of energy, technology absorption as stipulated under Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 are not applicable to your company as we are neither a manufacturing company nor the operation of your Company are energy intensive. However, the disclosure regarding the same are set-forth below:
a) Conservation of Energy: Adequate measure has been taken for conservation of energy and efficient use of resources. Company follows principles of "Green IT".
b) Technology Absorption: The Company is vigil on technology absorption as per the requirement of its business operations. However, during the year there was no acquisition of new technology.
c) Foreign Exchange Earning & Outgo: During the year foreign exchange earnings was Rs. 4,62,303/- (P.Y. Nil). The expenditure in foreign currency amounted to Rs. 2,50,278/- (P.Y. NIL).
TRANSFER OF EQUITY SHARES/ DIVIDEND TO THE INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the provisions of Section 124(5) and 125 of the Companies Act, 2013 and the Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016. During the year, the Company was not required to transfer the unpaid or unclaimed dividends/shares to the Investor Education and Protection Fund (IEPF) established by the Central Government since the Company has not declared any dividend in the financial year 2014-2015.
The Company has also uploaded the details of the shareholders whose shares/dividend were transferred to IEPF on its website viz., www.ajcononline.com
Claim from IEPF Authority Members/Claimants whose shares, unclaimed dividend, have been transferred to the IEPF Demat Account or the Fund, as the case may be, may claim the shares or apply for refund by making an application to the IEPF Authority in e-Form IEPF- 5 (available on www.iepf.gov.in) along with requisite fee as decided by the IEPF Authority from time to time. The Member/Claimants can file only one consolidated claim in a financial year as per the IEPF Rules. No claim shall lie against the Company in respect of the dividend/shares so transferred.
All the properties of the Company are adequately insured. The Company is also adequately insured for its activities as stock & currency brokers and depository participant.
Secretarial Standards for the Board of Directors and General Meetings (SS-1 & SS-2) are applicable to the Company. The company has complied with the provisions of both the Secretarial Standards.
DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has zero tolerance for sexual harassment at work place and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provision of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder.
Your Directors further state that, as on date there is no case filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section on 134(3)(c) read with Section 134(5) of the Companies Act, 2013, your Directors confirms that:
a) that in the preparation of the annual financial statements for the year ended March 31, 2024, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
b) that such accounting policies as mentioned in Notes to the Financial Statements have been selected and applied consistently and judgment and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2024 and of the profit of the Company for the year ended on that date;
c) that proper and sufficient care has been taken 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 fraud and other irregularities;
d) that the annual financial statements have been prepared on a going concern basis;
e) that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively;
f) that system to ensure compliance with the provisions of all applicable laws were in place and was adequate and operating effectively.
Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:
A. Issue of Equity Shares with differential rights as to dividend, voting or otherwise.
B. Neither the Managing Director nor the Whole-time Directors of the Company have received any remuneration or commission from any of its subsidiaries.
C. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company''s operations in future.
Your Directors wish to place on record their thanks and gratitude to Company''s bankers, Institutional and Retail clients and customers, Regulators, Exchanges and other Authorities for their support, co-operation, guidance and assistance. The Board is also grateful to the shareholders for their continued confidence. The Board also expresses its deep sense of gratitude to Bank of India for its continued support for the Online Share Trading by its customers under the tie up with the Company. The Board of Directors takes this opportunity to express their appreciation of the sincere efforts put in by the executives and staffs at all the levels and hopes that they would continue their dedicated efforts in the future also.
Mar 31, 2015
The Directors have great pleasure in presenting the Twenty Eighth
Annual Report and the company's audited financial statement for the
financial year ended 31st March, 2015.
FINANCIAL RESULTS (Rupees in '000)
Year Ended Year Ended
Particulars 31.03.2015 31.03.2014
Income from Operations and Other Income 55,912.87 51,587.99
Profit before Interest & Depreciation 15,895.36 13,968.59
Less: Interests Bank charges 6,200.54 5,637.13
Less: Depreciation 4,471.11 4,204.89
Profit before Tax 5,223.71 4,126.57
Less: Provision for Taxation 2,312.70 2,058.37
Profit after Tax 2,911.01 2,068.20
Less: Deferred Tax Expenses/(Savings) (810.37) (533.29)
Net Profit 3,721.38 2,601.49
Add: Surplus brought forward 43,441.55 40,840.06
Less: Adjustment for change in depreciation
due to provisions of Schedule II of (549.29)
Company Act, 2013 charged to reserves.
Balance carried to Balance Sheet 46,613.64 43,441.55
OPERATIONS
The operations of the Company for the year under review have resulted
in the gross profit of Rs. 15,895.36 thousand as against Rs. 13,968.59
thousand in the previous year. After providing for interest,
depreciation and taxes, the Company has recorded a net profit of Rs.
3,721.38 thousand as against Rs. 2,601.49 thousand in the previous year.
The gross revenue stood at Rs. 55,912.87 thousand as against Rs. 51,587.99
thousand during the previous year.
DIVIDEND
In order to conserve the resources for expansion of business and
working capital needs, your Directors do not recommend any dividend.
SHARE CAPITAL
There was no change in the Authorized and Paid up share capital of the
Company during the year.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Companies Act, 2013 ("the Act") and Accounting
Standard (AS) - 21 on Consolidated Financial Statements, the audited
Consolidated Financial Statements are provided in the Annual Report.
SUBSIDIARY COMPANIES
The Company has three subsidiaries as on March 31, 2015. There are no
associate companies within the meaning of Section 2(6) of the Companies
Act, 2013 ("Act"). There has been no material change in the nature of
the business of the subsidiaries.
A separate statement containing the salient features of the financial
statements of all the subsidiary companies of your Company forms part
of consolidated financial statements in compliance with Section 129 and
other applicable provisions, if any, of the Companies Act, 2013. The
financial statements of the subsidiary companies and related
information are available for inspection by the members at the
Registered Office of your Company during business hours on all days
except Saturdays, Sundays and public holidays up to the date of the
Annual General Meeting (AGM) as required under Section 136 of the
Companies Act, 2013. Any member desirous of obtaining a copy of the
said financial statements may write to the Company Secretary at the
Registered Office of your Company. The financial statements including
the consolidated financial statements, financial statements of the
subsidiary companies and all other documents required to be attached to
this report have been uploaded on the website of your Company
(www.aicononline.com).
The financial performance of the subsidiary companies included in the
consolidated financial statements of your Company is set out in the
note No. 24 of the Notes to Accounts in Consolidated Financial
Statements.
PUBLIC DEPOSITS
During the financial year 2014-15, your Company has not accepted any
deposit within the meaning of Sections 73 and 74 of the Companies Act,
2013 read with the Companies (Acceptance of Deposits) Rules, 2014.
PARTICULARS OF LOANS. GUARANTEE OR INVESTMENTS
The Company has not made any loan or given any Guarantees during the
year which are covered under the provisions of section 186 of the
Companies Act, 2013. The details of the investment made by Company
during the year are given in the notes to the financial statements.
CORPORATE SOCIAL RESPONSIBILITY
The provisions of Companies Act, 2013 regarding Corporate Social
Responsibility are not attracted to the company yet. Therefore Company
has not constituted a Corporate Social Responsibility Committee. The
provisions of a Corporate Social Responsibility shall be complied by
the Company as and when applicable.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY WHICH HAVE OCCURRED BETWEEN 31st MARCH. 2015 AND 10th
AUGUST. 2015 (date of Report).
There were no material changes and commitments affecting the financial
position of the Company between the end of financial year (31st March,
2015) and the date of the Report (10th August, 2015).
DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS. KEY MANAGERIAL
PERSONNEL
In accordance with the provisions of Section 178 and other applicable
provisions if any, of the Companies Act, 2013 read with the Rules
issued thereunder and Clause 49 of the Listing Agreement, the Board of
Directors at their meeting held on 29* May, 2014 formulated the
Nomination and Remuneration Policy of your Company on the
recommendations of the Nomination and Remuneration Committee. The
salient aspects of the said policy, covering in the Nomination and
Remuneration Policy, covering the policy on appointment and
remuneration of Directors and other matters have been outlined in the
Corporate Governance Report of the Company which forms part of this
Report.
The Managing Director and Whole-Time Directors of the Company do not
receive any remuneration from any of the subsidiary companies of the
Company.
PARTICULARS OF EMPLOYEES & RELATED DISCLOSURES
None of the employees of the Company are in receipt of remuneration
exceeding the limit prescribed under rule 5 (2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Consequently statement pursuant to Section 197(12) of the Companies Act
2013 read with rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is not required to be
included.
Disclosures pertaining to remuneration and other details as required
under Section 197(12) of the Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are
provided in the Annual Report.
Having regard to the provisions of the first proviso to Section 136(1)
of the Act, the Annual Report excluding the aforesaid information is
being sent to the members of the Company. The said information is
available for inspection at the registered office of the Company during
working hours and any member interested in obtaining such information
may write to the Company Secretary of the Company and the same will be
furnished on request.
DIRECTORS AND KEY MANAGERIAL PEROSNNEL
Pursuant to the provisions of section of 149 of the Act, which came
into effect from 1st April, 2014. Mr. Narayan Atal, Mr. Samir Biswas
and Mr. Rajendra Bakiwala were appointed as Independent Directors at
the Annual General Meeting of the Company held on 14* August, 2014. The
terms and conditions of appointment of Independent Directors are as per
Scheduled IV of the Act.
During the year, the Board of Directors appointed Mrs. Ragini Chokshi
as an Additional Director of the Company w.e.f. 14* February, 2015.
Mrs. Ragini Chokshi holds office as a Director up to the date of this
Annual General Meeting. The Company has received a notice along with
the deposit of requisite amount under Section 160 of the Act from a
member proposing Mrs. Ragini Chokshi as a candidate for the office of a
Director of the Company.
In accordance with the provisions of Companies Act, 2013 Mr. Anuj
Ajmera (DIN: 01838428), Executive Director retires by rotation and
being eligible has offered himself for re-appointment.
Mr. Ashok Ajmera, Chairman and Managing Director & CEO , Mr. Ankit
Ajmera, Whole -Time Director & CFO , Mr. Anuj Ajmera, Whole -Time
Director and Mr. Shailendra Pathak, Company Secretary are the Key
Managerial Personnel of the Company in accordance with the provisions
of Sections 2(51), 203 of the Companies Act, 2013 read with Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS
The company has received declarations from all the independent
Directors of the company confirming that they meet the criteria of
independence as laid down under section 149(6) of the Companies Act,
2013 and clause 49 of listing agreement with the Stock Exchange.
BOARD EVALUATION
Pursuant to the provisions of companies Act, 2013 and clause 49 of the
Listing Agreement, the Board has carried out annual performance
evaluation of its own performance, the Directors individually as well
the evaluation of the working of its Audit, Nomination & Remuneration,
Stakeholder Relationship Committee and Risk Management Committee.
BUSINESS RISK MANAGEMENT
Although the company has long been following the principle of risk
minimization as is the norm in every industry, it has now become a
compulsion. Therefore, in accordance with clause 49 of the listing
agreement the Board members were informed about risk assessment and
minimization procedures after which the Board formally adopted steps
for framing, implementing and monitoring the risk management plan for
the company.
The main objective of this policy is to ensure sustainable business
growth with stability and to promote a pro-active approach in
reporting, evaluating and resolving risks associated with the business.
In order to achieve the key objective, the policy establishes a
structured and disciplined approach to Risk Management, in order to
guide decisions on risk related issues.
In today's challenging and competitive environment, strategies for
mitigating inherent risks in accomplishing the growth plans of the
Company are imperative. The common risks inter alia are: Regulations,
competition, Business risk, Technology obsolescence, Investments,
retention of talent and expansion of facilities.
Business risk, inter-alia, further includes financial risk, political
risk, fidelity risk, legal risk.
As a matter of policy, these risks are assessed and steps as
appropriate are taken to mitigate the same.
INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has adequate system of internal control to safeguard and
protect from loss, unauthorized use or disposition of its assets. All
the transactions are properly authorized, recorded and reported to the
Management. The Company is following all the applicable Accounting
Standards for properly maintaining the books of accounts and reporting
financial statements. The internal auditor of the company checks and
verifies the internal control and monitors them in accordance with
policy adopted by the company. The Company continues to ensure proper
and adequate systems and procedures commensurate with its size and
nature of its business.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to Section 177(9) of the Companies Act, 2013 read with Rule 7
of the Companies (Meetings of Board and its Powers) Rules, 2014 and
Clause 49 of the Listing Agreement, the Board of Directors had approved
the Policy on Vigil Mechanism/ Whistle Blower in its meeting held on
29* May, 2014 and the same was hosted on the website of the Company.
This Policy inter-alia provides a direct access to the Chairman of the
Audit Committee. Your Company hereby affirms that no Director/ employee
have been denied access to the Chairman of the Audit Committee and that
no complaints were received during the year.
BOARD MEETINGS
During the year four Board Meetings and one Separate Meeting of
Independent Directors was held. The details of which are given in
Corporate Governance Report. The provisions of Companies Act, 2013 and
listing agreement were adhered to while considering the time gap
between the two meetings.
DIRECTORS' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
information and explanations obtained by them, your Directors make the
following statements in terms of Section 134(3)(c) of the Companies
Act, 2013;
a) that in the preparation of the annual financial statements for the
year ended March 31, 2015, the applicable accounting standards have
been followed along with proper explanation relating to material
departures, if any;
b) that such accounting policies as mentioned in Notes to the Financial
Statements have been selected and applied consistently and judgment and
estimates have been made that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company as at March
31, 2015 and of the profit of the Company for the year ended on that
date;
c) that proper and sufficient care has been taken 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 fraud and other irregularities;
d) that the annual financial statements have been prepared on a going
concern basis;
e) that proper internal financial controls were in place and that the
financial controls were adequate and were operating effectively;
f) that systems to ensure compliance with the provisions of all
applicable laws were in place and were adequate and operating
effectively.
RELATED PARTY TRANSACTIONS
All related party transactions that were entered into during the
financial year were on arm's length basis and were in the ordinary
course of the business. There are no materially significant related
party transactions made by the company with Promoters, Key Managerial
Personnel or other designated persons which may have potential conflict
with interest of the company at large.
All Related Party Transactions are placed before the Audit Committee
for the approval.
The policy on Related Party Transactions as approved by the Board has
been uploaded on the Company's website
http://ajcononline.com/Related_Party_Transaction.asp. None of the
Directors has any pecuniary relationships or transactions vis-a-vis the
Company.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no orders passed by the Regulators / Courts which would
impact the going concern status of the Company and its future
operations.
AUDITORS
Members of the Company at the 27th Annual General Meeting had appointed
M/s. Bhatter and Co.(Firm Registration No. 131092W), Chartered
Accountants as Statutory Auditors of the Company for a period of three
years upto the conclusion of 30th Annual General Meeting of the Company
subject to ratification of such appointment by the members at every
Annual General Meeting. Accordingly, ratification of appointment of
M/s. Bhatter and Co. as Statutory Auditor of the Company is proposed at
the ensuing Annual General Meeting
AUDITORS' REPORT
The observations made by the Auditors in their Report read with the
relevant notes as given in the notes on financial statements for the
year ended 31st March, 2015 are self-explanatory and therefore do not
call for any further comments.
SECRETARIAL & INTERNAL AUDITOR
Pursuant to provisions of Section 204 of the Companies Act, 2013 read
with Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules 2014, your Company engaged the services of
M/s. Kothari H. & Associates, Company Secretary in Practice, Mumbai to
conduct the Secretarial Audit of the Company for the financial year
ended March 31, 2015.
The Secretarial Audit Report (in Form No. MR. 3) is attached as
"Annexure- A" to this Report.
M/s Atul Donde & Co., Chartered Accountants, Mumbai have conducted the
internal audit periodically and submitted their reports to the Audit
Committee and their reports were reviewed by Audit Committee from time
to time.
CORPORATE GOVERNANCE
The Company is committed to maintain highest standards of Corporate
Governance. To comply with conditions of Corporate Governance, pursuant
to Clause 49 of the Listing Agreement with the Stock Exchange,
Management Discussion and Analysis Report, Corporate Governance Report
and Auditor Certificate and shareholders information form a part of
this Annual Report.
ENERGY CONSERVATION. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The prescribed particulars of conservation of energy, technology
absorption as stipulated under Section 134 of the Companies Act, 2013
read with the Companies (Accounts) Rules, 2014 are not applicable to
your company as we are neither a manufacturing company nor the
operation of your Company are not energy intensive. However, the
disclosure regarding the same are set-forth below:
a) Conservation of Energy: Adequate measure has been taken for
conservation of energy and efficient use of resources. Company follows
principles of "Green IT".
b) Technology Absorption: The Company is vigil on technology absorption
as per the requirement of its business operations. However, during the
year there was no acquisition of new technology.
c) Foreign Exchange Earning & Outgo: During the year foreign exchange
earnings were NIL (P.Y. Rs. 1040.14 thousand). The expenditure in foreign
currency amounted to Rs. 242.35 thousand (P.Y. Rs. 525.46 thousands).
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in form
MGT 9 is annexed herewith as "Annexure -B".
TRANSFER OF UNPAID AND UNCLAIMED AMOUNT TO IEPF
The dividends which remain unpaid/unclaimed for a period of seven
years, have been transferred on due date by the Company to the Investor
Education and Protection Fund (IEPF) established by the Central
Government. The company was required to transfer the sum of Rs. 135.33
thousand to the IEPF and the same has been transferred to said fund
within stipulated time in accordance with the relevant provisions of
the Companies Act, 1956 (1 of 1956) and rules made thereunder.
INSURANCE
All the properties of the Company are adequately insured. The Company
is also adequately insured for its activities as stock & currency
brokers and depository participant.
DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION.
PROHIBITION AND REDRESSAU ACT. 2013.
The Company has zero tolerance for sexual harassment at work place and
has adopted a policy on prevention, prohibition and redressal of sexual
harassment at workplace in line with the provision of Sexual Harassment
of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
and the rules framed thereunder.
Your Directors further state that as on date there is no case filed
pursuant to the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act 2013.
HUMAN RESOURCES
The well-disciplined workforce is the very foundation of the company's
major achievements and shall continue for the years to come. The
management has always carried out systematic appraisal of performance
and imparted training at periodic intervals. The company has always
recognized talent and has judiciously followed the principle of
rewarding performance.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
Company's bankers, Institutional and other clients and customers, SEBI,
NSE, BSE, MCX-SX, CDSL and other Authorities for their support,
co-operation, guidance and assistance. The Board is also grateful to
the shareholders for their continued confidence. The Board also
expresses its deep sense of gratitude to Bank of India for its
continued support for the Online Share Trading by its customers under
the tie up with the Company.
The Board of Directors takes this opportunity to express their
appreciation of the sincere efforts put in by the staff and executives
at all the levels and hopes that they would continue their dedicated
efforts in the future also.
By Order of the Board
Place: Mumbai AshokAjmera
Date : 10.08.2015 Chairman & Managing Director
Mar 31, 2014
The Members,
The Directors have great pleasure in presenting the Twenty Seventh
Annual Report and the Audited Accounts of your Company for the year
ended 31st March 2014.
FINANCIAL RESULTS
Year Ended Year Ended
31.03.2014 31.03.2013
(Rs. ''000) (Rs. ''000)
Income from Operations and Other Income 51,587.99 66,501.65
Profit before Interest & Depreciation 13,968.59 20,125.63
Less: Interest & Bank charges 5,637.13 5,649.28
Less: Depreciation 4,204.89 4,003.63
Profit before Tax 4,126.57 10,472.72
Less: Provision for Taxation 2,058.37 3,650.00
Profit after Tax 2,068.20 6,822.72
Less: Deferred Tax Expenses/(Savings) (533.29) (139.04)
Net Profit 2,601.49 6,961.76
Add: Surplus brought forward 40,840.06 33,878.30
Balance carried to Balance Sheet 43,441.55 40,840.06
OPERATIONS
The operations of the Company for the year under review have resulted
in the gross profit of Rs. 13,968.59 thousand as against Rs. 20,125.63
thousand in the previous year. After providing for interest,
depreciation and taxes, the Company has recorded a net profit of Rs.
2,601.49 thousand as against Rs. 6,961.76 thousand in the previous year.
The gross revenue stood at Rs. 51,587.99 thousand as against Rs. 66,501.65
thousand during the previous year.
The fall in both the top-line and the bottom-line of the Company was
due to adverse market conditions throughout the year.
FUTURE OUTLOOK
Following the NDA (National Democratic Alliance) victory in the
recently concluded general elections, expectations are now
exceptionally high from the new Government with regards to reforms and
governance. The clear electoral mandate given to a single party
reduces political uncertainty and raises the potential for economic
policy reform.
The New Government faces a daunting task of reversing a declining
economic trend. It could be 8 to 12 months before we can see any green
shoots of recovery. However, market may not wait till then and price in
positive policy as well as administrative actions.
The fact that we will have a decisive Government is a good thing, but
the coming 100 days are going to be very important the cabinet
formation, the budget, even some indications of how the government is
going to move to get the economy back on track, all these will be very
important events to watch.
After the allocation of portfolios, the first litmus test for the new
Government would be the Budget which is due sometime in July. Already
expectations are building up for big ticket reforms to be announced
before the budget, but will they happen only time will tell.
The budget document is expected to give the right signals specially
with respect to subsidy policy and overall fiscal stance. The budget
may also benefit from articulating appropriate contingencies for a
probable disruption to food production this year.
Industry is expectantly waiting for NDA''s clarity on FDI issues in
sectors like Insurance, Retail, Banking etc. Lot of policy actions is
required in sectors like Mining, Power, Infrastructure, Real Estate
etc. The entire world shall have a keen eye on the policy reforms which
India would undertake. In view of the above, the new Government has to
start firing all cylinders without wasting time. And if that happens,
unprecedented amount of foreign money shall flow into India, which will
be good for Indian market and economy and will in turn also boost our
business prospects.
SHARE CAPITAL
There was no change in the Authorized and Paid up share capital of the
Company during the year.
SUBSIDIARY COMPANIES
- Ajcon Commodity Brokers Ltd.
In view of some unfortunate happenings in the market place i.e. NSEL
scam etc., the Company consciously kept on hold the expansion in this
segment. However, with the New Government in place and change of guard
even at the MCX Exchange, we feel more confident of doing good business
in the current year.
- Ajcon Comtrade Pvt. Ltd.
A wholly owned subsidiary namely Ajcon Comtrade Pvt. Ltd. has issued
the 8,00,000 equity shares of Rs. 10 each at par during financial year
2013-14. The Company is slated to take over the Commodity Broking
Business of Ajcon Commodity Brokers Ltd., subject to regulatory
approvals.
- Kanchanmanik Securities Pvt. Ltd.
A wholly owned subsidiary of your company namely Kanchanmanik
Securities Pvt. Ltd. was incorporated during the financial year 2011-12
for the purpose of transfer of ownership in the M.P. Stock Exchange
membership card . However, the change of name is yet to be effected in
the records of concerned Exchange.
Consequently, there are three subsidiaries as on 31st March, 2014 viz.
Ajcon Commodity Brokers Limited, Kanchanmanik Securities Pvt. Ltd. and
Ajcon Comtrade Pvt. Ltd.
As per the circular No. 5/12/2007-CL-III dated 8th February, 2011
issued by Government of India, Ministry of Corporate Affairs, the Board
of Director of your Company in its meeting held on 29th May, 2014 has
decided for not attaching the accounts of its subsidiaries for the
financial year ended 31st March, 2014. However, the Company has
presented a consolidated financial statement of holding Company and all
its subsidiaries duly audited by Statutory Auditors. The annual
accounts of the aforesaid subsidiaries and the related detailed
information shall be made available to shareholders of the Company,
seeking such information at any point of time. The annual accounts of
the Subsidiary Companies shall also kept open for inspection by any
shareholder at the Registered Office at 101, Samarth, Lt. P.N. Kotnis
Road, Off. Hinduja Hospital Mahim (W), Mumbai-400016 and shall also be
posted on Company''s website.
INVESTMENT IN GROUP COMPANIES
There was no change in the investment made in the group companies,
other than the subsidiary companies.
DIVIDEND
In order to conserve the resources for expansion of business and
working capital needs, your directors do not recommend any dividend.
DIRECTORS
Mr. Ankit Ajmera retires by rotation and being eligible offers himself
for re-appointment. Your Directors recommend his reappointment.
As per the notification of section 149 and other applicable provisions
of the Companies Act, 2013, your Directors are seeking appointment of
Mr. Samir Biswas, Mr. Narayan Atal and Mr. Rajendra Bakiwala as an
Independent Directors for five consecutive years for a term up to 31st
March 2019. Detail of the proposal for appointment Mr. Samir Biswas,
Mr. Narayan Atal and Mr. Rajendra Bakiwala are mentioned in the
Explanatory Statement under Section 102 of the Companies Act, 2013 of
the Notice of the 27th Annual General Meeting.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from public during the
year.
CORPORATE GOVERNANCE
The Company is committed to maintain highest standards of Corporate
Governance. To comply with conditions of Corporate Governance, pursuant
to Clause 49 of the Listing Agreement with the Stock Exchange,
Management Discussion and Analysis Report, Corporate Governance Report
and Auditor Certificate and shareholders information form a part of
this Annual Report.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under section 217 (2AA) of the Companies Act, 1956, the
Board of Directors of the Company confirms:
i. that in the preparation of the annual accounts, the applicable
accounting standards and the requirements set out in schedule VI of
Companies Act, 1956 have been followed and that there are no material
departure from the same;
ii. that the selected accounting policies were applied consistently and
the directors 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 as on 31st March, 2014 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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; and
iv. that the annual accounts have been prepared on a "going concern"
basis.
INSURANCE
All the properties of the Company are adequately insured. The Company
is also adequately insured for its activities as stock & currency
brokers and depository participant.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars as prescribed under Section 217(1) (e) of the Companies
Act, 1956 read with Companies (disclosure of particulars in the report
of Board of Directors) Rules, 1988 are not applicable, as the Company
is not engaged in manufacturing activities.
The Company has earned foreign exchange during the financial year
2013-14 by way of providing services to its overseas clients. Foreign
Exchange earnings during the FY 2013-14 was Rs. 1,040.14 thousand. The
expenditure in foreign currency amounted to Rs. 1,633.42 thousand.
EMPLOYEE INFORMATION
No information pursuant to Section 217 (2A) of the Companies Act, 1956
is attached, as there was no employee drawing remuneration in excess of
limits prescribed.
AUDITORS
M/s. Bhatter and Co., Chartered Accountants, Mumbai, Auditors of the
Company having Firm Registration No. 131092W, hold office till the
conclusion of the forthcoming Annual General Meeting (AGM) and are
eligible for re-appointment. Based on recommendation of Audit Committee
and the Board of directors in their meeting held on 29th May, 2014 and
pursuant to the provisions of Section 139 of the Companies Act, 2013,
and rules made thereunder, the Board recommends the appointment M/s.
Bhatter and Co., Chartered Accountants, as the Auditors of the Company
from the conclusion of the forthcoming AGM till the conclusion of the
AGM to be held for the financial year 2016-17, subject to ratification
of their appointment at every AGM.
SECRETARIAL & INTERNAL AUDITORS
Based on recommendation received from the Audit Committee, the Board of
Directors at their meeting held on 29th May, 2014 appointed M/s.
Kothari H. & Associates, Company Secretaries, Mumbai as a Secretarial
Auditor of the Company under the relevant provisions of the Companies
Act, 2013 for the financial year 2014-15.
M/s Atul Donde & Co., Chartered Accountants, Mumbai have conducted the
internal audit periodically and submitted their reports to the Audit
Committee. Audit committee has recommended re-appointment of existing
internal auditor M/s. Atul Donde & Co., Chartered Accountants, as an
internal auditor of the Company for financial year 2014-15 under the
relevant provisions of the Companies Act, 2013.
AUDITORS'' REPORT & CERTIFICATION
The Auditors'' Report forms the part of this Annual Report. The Auditors
have also certified the Company''s compliance requirements of Corporate
Governance in terms of Clause 49 of the Listing Agreement and the same
is enclosed as an annexure to the Report on Corporate Governance.
The observations made by the Auditors in their Report read with the
relevant notes as given in the notes on financial statements for the
year ended 31st March, 2014 are self explanatory and therefore do not
call for any further comments under Section 217(3) of the Companies
Act, 1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
Company''s bankers, Institutional and other clients and customers, SEBI,
NSE, BSE, MCX-SX, CDSL and other Authorities for their support,
co-operation, guidance and assistance. The Board is also grateful to
the shareholders for their continued confidence. The Board also
expresses its deep sense of gratitude to Bank of India for its
continued support for the Online Share Trading by its customers under
the tie up with the Company.
The Board of Directors takes this opportunity to express their
appreciation of the sincere efforts put in by the staff and executives
at all the levels and hopes that they would continue their dedicated
efforts in the future also.
Place : Mumbai By Order of the Board
Date : 29.05.2014
Ashok Ajmera
Chairman & Managing Director
Mar 31, 2013
To The Members,
The Directors have great pleasure in presenting the Twenty Sixth
Annual Report and the Audited Accounts of your Company for the year
ended 31st March 2013.
FINANCIAL RESULTS
Year Ended Year Ended
31.03.2013 31.03.2012
(Rs. Â000) (Rs. Â000)
Income from Operations and
Other Income 66,501.65 85,971.66
Profit before Interest
& Depreciation 20,125.63 22,796.96
Less: Interest & Bank charges 5,649.28 6,643.23
Less: Depreciation 4,003.63 3,569.64
Profit before Tax 10,472.72 12,584.09
Less: Provision for Taxation 3,650.00 3,700.00
Profit after Tax 6,822.72 8,884.09
Less: Deferred Tax Expenses/(Savings) (139.04) (1,224.84)
Net Profit 6,961.76 10,108.93
Add: Surplus brought forward 33,878.30 23,769.44
Balance carried to Balance Sheet 40,840.06 33,878.30
OPERATIONS
The operations of the Company for the year under review have resulted
in the gross profit of Rs. 20,125.63 thousand as against Rs. 22,796.96
thousand in the previous year. After providing for interest,
depreciation and taxes, the Company has recorded a net profit of Rs.
6,961.76 thousand as against Rs. 10,108.93 thousand in the previous year.
The gross revenue stood at Rs. 66,501.65 thousand as against Rs. 85,971.66
thousand during the previous year.
The year 2012-13, remained a challenging year both from domestic and
global scenario. While the European financial crisis continued for this
year, the domestic economy also suffered due to high inflation and
uncontrolled fiscal deficit. The uncertain political scenario coupled
with the scams & corruption cases in the Country also affected the
sentiments in the markets. However, due to prudent management policies,
changing the product mix and by focusing more on fee based services,
your Company''s performance remained reasonably good.
During the year, the Company has taken membership of MCX-SX, to enable
the clients to trade in Equity-Cash & F&O Segments of this new Stock
Exchange of the Country.
FUTURE OUTLOOK
Prospect of likely normal monsoon  This should help boost growth,
rural incomes and help in moderating stubborn food inflation. As per
the forecast of Indian Meteorological Department, monsoon is expected
to be 98.0% of the long-term average during the June-Sept season of
FY14. It may, however, be noted that the actual agricultural output
depends not only on the total quantum of rainfall during the season but
also on the spatio- temporal distribution.
Recent big crash in gold & crude oil prices- In average terms, crude
oil prices have fallen by 11.4% & gold prices by 10.0% in y-o-y terms.
As India is a large importer of both these commodities, a sharp fall in
their prices means lower inflation, lower current account deficit and
faster interest rate cuts.
General elections in 2014 Â Elections are typically accompanied by
fiscal expansion in the preceding year. The Budget for FY14 too
suggests an expansionary policy (29.4% increase in Plan expenditure).
CCI is moving the needle: The Cabinet Committee on Investments is
fast-tracking the projects. On April 22, 2013, it cleared investments
in 25 oil & gas blocks (16 with conditional clearances but 9 without
any conditions). This will put to use US$ 13.4 bln in oil & gas
exploration, which has already been incurred & will also bring in
additional investment of US$ 2.5 bln. It has approved 13 projects of
the power sector amounting US$ 6 bln. This includes 10 transmissions, 2
thermal and 1 hydro project. Collectively, the CCI has approved
projects worth more than 1% of GDP in its 4 meetings.
Exports likely to Recover  On improving global outlook (esp. for the
US) and government efforts. The new trade policy on April 18, 2013 has
announced steps like greater market and product diversification,
extension of Zero Duty Export Promotion Capital Goods (EPCG) Scheme to
all sectors, to revive exports.
Slowdown in China''s growth  This is good for India as it will have
depressing effect on major commodity prices like oil, coal, iron ore,
steel, copper, etc. which are the major raw material for the domestic
industry.
According to the report by the Economic Advisor to India''s Prime
Minister, the nation''s worst economic slowdown in a decade has bottomed
out and growth is expected to pick up to 6.4% during FY2013-14. The
report said the government needs to do more in the coming months to
facilitate new investments. A speedy execution of projects coupled with
normal summer rains should usher in a broad-based economic recovery for
India. We therefore expect FY 2013-14 to be a better year.
SHARE CAPITAL
There was no change in the Authorized and Paid up share capital of the
Company during the year.
SUBSIDIARY COMPANIES
- Ajcon Commodity Brokers Ltd.
The Company''s commodity broking business remained under pressure.
During the year, the Company continued adding clients doing commodity
trading at trading facilities at Branches of its holding Company Ajcon
Global Services Ltd. The Company''s book size has grown substantially.
During the year, the company issued 62,500 Equity Shares at Rs. 200 per
share.
- Ajcon Comtrade Pvt. Ltd.
A wholly owned subsidiary namely Ajcon Comtrade Pvt. Ltd. is
incorporated during the financial year 2012- 13 with the authorized
capital of Rs. 100.00 lac. This company will take over Commodity Broking
Business from our subsidiary, Ajcon Commodity Brokers Ltd by way of
slump sale.
- Kanchanmanik Securities Pvt. Ltd.
A wholly owned subsidiary of your company namely Kanchanmanik
Securities Pvt. Ltd. was incorporated during the financial year 2011-12
for the purpose of transfer of ownership in the M.P. Stock Exchange
membership card . However, the change of name is yet to be effected in
the records of concerned Exchange.
Consequently, there are three subsidiaries as on 31st March, 2013 viz.
Ajcon Commodity Brokers Limited, Kanchanmanik Securities Pvt. Ltd. and
Ajcon Comtrade Pvt. Ltd.
As per the circular No. 5/12/2007-CL-III dated 8th February, 2011
issued by Government of India, Ministry of Corporate Affairs, the Board
of Director of your Company in its meeting held on 24th May, 2013 has
decided for not attaching the accounts of its subsidiaries for the
financial year ended 31st March, 2013. However, the Company has
presented a consolidated financial statement of holding Company and all
its subsidiaries duly audited by Statutory Auditors. The annual
accounts of the aforesaid subsidiaries and the related detailed
information shall be made available to shareholders of the Company,
seeking such information at any point of time. The annual accounts of
the subsidiary Companies shall also kept open for inspection by any
shareholder at the Correspondence and Corporate Office at 408, A-Wing,
Express Zone, Cello-Sonal Realty, Near Oberoi Mall on Western Express
Highway, Malad (E), Mumbai-400063 and shall also be posted on Company''s
website.
INVESTMENT IN GROUP COMPANIES
There was no change in the investment made in the group companies,
other than the subsidiary companies.
DIVIDEND
In order to conserve the resources for expansion of business and
working capital needs, your directors do not recommend any dividend.
DIRECTORS
In accordance with the provisions of Section 255 & 256 of the Companies
Act, 1956 and Article of Association of the Company, Mr. Rajendra
Bakiwala, Director, retires by rotation and being eligible offer
himself for re- appointment at the ensuing Annual General Meeting.
The term of Mr. Anuj Ajmera, Executive Director expires on 31st March,
2013. Hence, the Board of Director has recommended his reappointment
for further period of 5 years.
Brief resume of the Directors proposed to be reappointed, nature of his
expertise in specific functional areas and name of companies in which
he hold directorship and memberships/Chairmanship of Board Committees,
as stipulated under Clause 49 of Listing Agreement with the Stock
Exchange in India, are provided in the Report on Corporate Governance
forming part of Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from public within the
meaning of section 58A & 58AA of the Companies Act, 1956 and the rules
made there under.
CORPORATE GOVERNANCE
The Company is committed to maintain highest standards of Corporate
Governance. To comply with conditions of Corporate Governance, pursuant
to Clause 49 of the Listing Agreement with the Stock Exchange,
Management Discussion and Analysis Report, Corporate Governance Report
and Auditor Certificate and shareholders information form a part of
this Annual Report.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under section 217 (2AA) of the Companies Act, 1956, the
Board of Directors of the Company confirms:
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are no material
departure from the same;
ii. that the selected accounting policies were applied consistently and
the directors 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 as on 31st March, 2013 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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. that the annual accounts have been prepared on a "going concern"
basis.
INSURANCE
All the properties of the Company are adequately insured. The Company
is also adequately insured for its activities as stock & currency
brokers and depository participant.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars as prescribed under Section 217(1) (e) of the Companies
Act, 1956 read with Companies (disclosure of particulars in the report
of Board of Directors) Rules, 1988 are not applicable, as the Company
is not engaged in manufacturing activities.
The Company has not earned foreign exchange during the financial year
2012-13. The expenditure in foreign currency was Rs. 1,812.79 thousand.
EMPLOYEE INFORMATION
No information pursuant to Section 217 (2A) of the Companies Act, 1956
is attached, as there was no employee drawing remuneration in excess of
limits prescribed.
AUDITORS
M/s. Bhatter and Co., Chartered Accountants, Mumbai, Auditors of the
Company having Firm Registration No. 131092W, retires at the ensuing
Annual General Meeting, are eligible for re-appointment. Their
appointment is recommended to hold office until the conclusion of the
forthcoming Annual General Meeting. The Company has received
certificate from the Auditors to the effect that their reappointment,
if made, will be in accordance with sub-section (1B) of section 224 of
the Companies Act, 1956.
The Audit Committee and the Board of directors therefore recommend M/s.
Bhatter & Co., Chartered Accountants as Statutory Auditors of the
Company for the year 2013-14 for the approval of shareholders.
AUDITORS'' REPORT & CERTIFICATION
The Auditors'' Report forms the part of this Annual Report. The Auditors
have also certified the Company''s compliance requirements of Corporate
Governance in terms of Clause 49 of the Listing Agreement and the same
is enclosed as an annexure to the Report on Corporate Governance.
The observations made by the Auditors in their Report read with the
relevant notes as given in the notes on financial statements for the
year ended 31st March, 2013 are self explanatory and therefore do not
call for any further comments under Section 217(3) of the Companies
Act, 1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
Company''s bankers, Institutional and other clients and customers, SEBI,
NSE, BSE, MCX-SX, CDSL and other Authorities for their support,
co-operation, guidance and assistance. The Board is also grateful to
the shareholders for their continued confidence. The Board also
expresses its deep sense of gratitude to Bank of India for its
continued support for the Online Share Trading by its customers under
the tie up with the Company.
The Board of Directors takes this opportunity to express their
appreciation of the sincere efforts put in by the staff and executives
at all the levels and hopes that they would continue their dedicated
efforts in the future also.
For and on behalf of the Board
Mumbai 24.05.2013 (Ashok Ajmera)
Chairman & Managing Director
Mar 31, 2012
The Directors have great pleasure in presenting the Twenty Fifth
Annual Report and the Audited Accounts of your Company for the year
ended 31st March 2012.
FINANCIAL RESULTS
Year Ended Year Ended
31.03.2012 31.03.2011
(Rs in lacs) (Rs in lacs)
Income from Operations and Other Income 859.72 772.27
Profit before Interest & Dep. 227.97 226.92
Less: Interest & Bank charges 66.43 71.44
Less: Depreciation 35.70 39.70
Profit before Tax 125.84 115.78
Less: Provision for Taxation 37.00 30.00
Profit after Tax 88.84 85.78
Less: Deferred Tax (Liability)/ Assets 12.25 (9.41)
Net Profit 101.09 76.37
Add: Surplus brought forward 237.69 161.32
Balance carried to Balance Sheet 338.78 237.69
OPERATIONS
The operations of the Company for the year under review have resulted
in the gross profit of Rs 227.97 lacs against Rs 226.92 lacs in the
previous year. After providing for interest, depreciation and taxes,
the Company has made a net profit of Rs 101.09 lacs as against Rs76.37
lacs in the previous year. The gross revenue stood at Rs 859.72 lacs as
against Rs 772.27 lacs during the previous year. The above figure
demonstrated an increase of 11.32% in the top line and 32.37% in the
bottom line.
The year 2011-12, remained a problematic year both from domestic and
global point of view. While the Europe financial crisis continued, the
domestic economy also suffered a lot resulting into high inflation and
uncontrollable fiscal deficit. However, due to prudent management
policies changing the product mix focusing more on fee based services,
your Company's performance remained positive.
FUTURE OUTLOOK
Globally, European Countries continue to reel under tremendous stress.
US too is still not out of woods with unemployment rates continue to be
high. Concerns on slowdown in China are also emanating fast. China's
GDP growth hit its slowest level in three years in the first quarter of
2012 at 8.1 per cent against 8.9 per cent for the previous quarter.
Chinese Exports rose 4.9 per cent in April from a year earlier, missing
economists' expectations for an 8.5 per cent increase and much weaker
than the 8.9 per cent export growth in March 2012.
Domestically, our currency has lost a quarter of its value since July
2011 to touch levels of 55 and the CAD-GDP ratio is at 4%-close to the
levels seen in countries affected by the East Asian crisis and higher
than the 3% level of crisis hit India of 1991. However, there are
important differences - import cover, external debt to GDP, and debt
service ratio are at more comfortable levels now.
In addition, domestic inflation levels too are at uncomfortable levels.
The recent hike in petrol prices would augur well for the much starved
Oil Marketing Companies, however, this would bloat the fuel inflation
numbers which would add pressure and the vicious circle of elongated
interest rates and growth slowdown may continue.
We believe that Indian economy is facing headwinds like higher crude
oil prices, elevated inflation and interest rate levels leading to
liquidity crunch which may lead to growth slowdown of the corporates.
We at Ajcon, However kept our focus on our own micro activities and
kept looking for opportunities even in these adverse times. While the
broking business remained under pressure, our advisory and consultancy
services business has given good results. During the year we
successfully executed some prestigious transactions. Since, we have
this year secured Merchant Banking Registration, we expect good growth
in the investment banking activities of the Company.
SHARE CAPITAL
There was no change in the paid up share capital of the Company during
the year. However, Authorised share capital of the Company was
increased from Rs 7.00 Crore to Rs 10.00 Crore vide Ordinary Resolution
passed at Annual General Meeting held on 12th August, 2011.
SUBSIDIARY COMPANIES
- Ajcon Commodity Brokers Ltd.
The Company's commodity broking business remained under pressure.
During the year, the Company continued adding clients doing commodity
trading at trading facilities at Branches of its holding Company Ajcon
Global Services Ltd. The Company's NBFC business has shown major signs
of improvement. To take care of enhanced business and investment needs,
the Company's Authorised Capital was increased from Rs 200.00 lacs to Rs
250.00 lacs and the Company allotted 175,000 Equity Shares of Rs 10/-
each at a premium of Rs 190/- each.
- Kanchanmanik Secutrities Pvt. Ltd.
A wholly owned subsidiary namely Kanchanmanik Securities Pvt. Ltd. was
incorporated during the financial year 2011-12, with the Authorized
Capital of Rs 25 lacs and Paid up Capital of Rs 10 lacs. Consequently,
the total numbers of subsidiaries as on 31st March, 2012 are two.
Kanchanmanik Securities Pvt. Ltd. did not carry on any activity during
financial year 2011-12.
As per the circular No. 5/12/2007-CL-III dated 8th February, 2011
issued by Government of India, Ministry of Corporate Affairs, the
required financial information in the consolidated balance sheet is
given in respect of Company's subsidiaries i.e. Ajcon Commodity
Brokers Limited & Kanchanmanik Securities Pvt. Ltd.
The annual accounts of the aforesaid subsidiaries and the related
detailed information shall be made available to shareholders of the
Company, seeking such information at any point of time. The annual
accounts of the subsidiary Companies shall also kept open for
inspection by any shareholder at the Registered Office at 101, Samarth
Lt. P.N. Kotnis Road, off. Hinduja Hospital, Mahim (West),
Mumbai-400016 and shall also be posted on Company's website.
INVESTMENT IN GROUP COMPANIES
There was no change in the investment made in the group Companies,
other than the subsidiary Company.
DIVIDEND
In order to conserve the resources for expansion of business and
Working Capital needs, your Directors do not recommend any dividend.
DIRECTORS
In accordance with the provisions of Section 255 & 256 of the Companies
Act, 1956 and Article of Association of the Company, Mr. Narayan Atal,
Director, retires by rotation and being eligible offer him self for
re-appointment at the ensuing Annual General Meeting.
Brief resume of Director proposed to be reappointed, nature of his
expertise in specific functional areas and name of companies in which
he hold directorship and memberships/Chairmanship of Board Committees,
as stipulated under Clause 49 of Listing Agreement with the Stock
Exchange in India, are provided in the Report on Corporate Governance
forming part of Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from public within the
meaning of section 58A of the Companies Act, 1956 and the rules made
there under.
CORPORATE GOVERNANCE
The Company is committed to maintain highest standards of Corporate
Governance. To comply with conditions of Corporate Governance, pursuant
to Clause 49 of the Listing Agreement with the Stock Exchange, a
management discussion and analysis statement, Corporate Governance
Report and Auditor Certificate and shareholders information form a part
of this Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under section 217 (2AA) of the Companies Act, 1956, the
Board of Directors of the Company confirms:
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are no material
departure for the same,
ii. that the selected accounting policies were applied consistently
and the directors 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 as on 31st March, 2012 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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. that the annual accounts have been prepared on a "going concern"
basis.
INSURANCE
All the properties of the Company are adequately insured. The Company
is also adequately insured for its activities as stock & currency
brokers and depository participant.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars as prescribed under Section 217(1) (e) of the Companies
Act, 1956 read with Companies (disclosure of particulars in the report
of Board of Directors) Rules, 1988 are not applicable, as the Company
is not engaged in manufacturing activities.
The Company has not earned foreign exchange during the financial year
2011-12. The expenditure in foreign currency (Travelling) was Rs 0.17
lacs.
EMPLOYEE INFORMATION
No information pursuant to Section 217 (2A) of the Companies Act, 1956
is attached, as there was no employee drawing remuneration in excess of
limits prescribed.
AUDITORS
M/S Bhatter and Co., Chartered Accountants, Mumbai, Auditors of the
Company, ICAI Firm Registration no. 131092W, retire at the ensuing
Annual General Meeting, are eligible for re-appointment, their
appointment is recommended to hold office until the conclusion of the
forthcoming Annual General Meeting. The Company has received
certificate from the Auditors to the effect that their reappointment,
if made, will be in accordance with sub-section (1B) of section 224 of
the Companies Act, 1956.
The Audit Committee and the Board of directors therefore recommend M/S
Bhatter & Co., Chartered Accountants as Statutory Auditors of the
Company for the year 2012-13 for the approval of shareholders.
AUDITORS' REPORT & CERTIFICATION
The Auditors' Report forms the part of this Annual Report. The Auditors
have also certified the Company's compliance requirements of Corporate
Governance in terms of Clause 49 of the Listing Agreement and the same
is enclosed as an annexure to the Report on Corporate Governance.
The observations made by the Auditors in their Report read with the
relevant notes as given in the Notes on financial statements for the
year ended 31st March, 2012 are self explanatory and therefore do not
call for any further comments under Section 217(3) of the Companies
Act, 1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
Company's bankers, Institutional and other clients and customers, SEBI,
NSE, BSE, MCX-SX, CDSL and other Authorities for their support,
co-operation, guidance and assistance. The Board is also grateful to
the shareholders for their continued confidence. The Board also
expresses its deep sense of gratitude to Bank of India for its
continued support for the Online Share Trading by its customers under
the tie up with the Company.
The Board of Directors takes this opportunity to express their
appreciation of the sincere efforts put in by the staff and executives
at all the levels and hopes that they would continue their dedicated
efforts in the future also.
For and on behalf of the Board
Mumbai
30.05.2012 (Ashok Ajmera)
Chairman
Mar 31, 2011
The Members,
The Directors have great pleasure in presenting the Twenty Fourth
Annual Report and the Audited Accounts of your Company for the year
ended 31st March 2011.
FINANCIAL RESULTS
Year Ended Year Ended
31.03.2011 31.03.2010
(Rs. in Lacs) (Rs.in Lacs)
Income from Operations and Other
Income 772.27 424.60
Profit before Interest & Dep. 226.92 159.36
Less: Interest & Bank charges 71.44 50.24
Less: Depreciation 39.70 35.02
Profit before Tax 115.78 74.10
Less: Provision for Taxation 30.00 18.25
Profit after Tax 85.78 55.85
Less: Deferred Tax Liabilities 9.41 8.75
Net Profit 76.37 47.10
Add: Surplus brought forward 161.32 114.23
Balance carried to Balance Sheet 237.69 161.32
OPERATIONS
The operations of the Company for the year under review have resulted
in the gross profit of Rs.226.92 lacs against Rs 159.36 lacs in the
previous year showing an increase of 42%. After providing for interest,
depreciation and taxes, the Company has made a net profit of Rs.76.37
lacs as against Rs. 47.10 lacs in the previous year. The gross revenue
stood at Rs.772.27 lacs as against Rs. 424.60 lacs during the previous
year. The above figures demonstrated an increase of 82% in the top line
and 62% in the bottom line.
The year 2010-11 continued on the economic recovery path, Indian
economy surged ahead and the Country achieved GDP growth of 8.50%. The
Company's performance also improved substantially which is evident from
the above-mentioned results.
FUTURE OUTLOOK
The World economy is still not out of woods. While the US economy
stabilized, problem in U.K. and Europe still continuous. Though the
stronger European Countries together with World Bank are working out
the massive bail out package for the weaker Countries,the negative
effect might continue for some more time.
The Indian economy roared back in 2010, with the Gross Domestic
Product, growing at 8.6 per cent in the first quarter (January- March)
and then going up a notch closer to nine per cent in the next two
quarters of April-June and July-September. The overall outlook remained
bright, with industrial growth set to be in double digits and good a
monsoon brightening the prospects of agricultural production. The
biggest concern arose from inflation, which the government failed to
tame for almost all of 2010 and early 2011 thereby bagging the overall
GDP growth of 2011 at 8.50%.
Your Company continues to pursue its expansion plans in the retail
broking area, during the year your Company signed agreement with Bank
of India for online Broking tie-up for banks customers. The trading
platform www.pyarapaisa.com went live and both the Company's direct
clients and Bank of India customers started trading on it. The Company
expects to enroll more then 5000 clients under this tie up in one year.
On the consultancy and advisory front also,the Company has done
extremely well concluding three major assignments during the year along
with routine cases.
Barring unfore seen circumstances, your directors are hopeful of
achieving much better results in coming year.
SHARE CAPITAL
There was no change in the paid up share capital of the Company during
the year. However, your Board thought it fit to raise the Authorised
share capital of the Company from Rs.7.00 Crore to Rs. 10.00 Crore for
which the approval of members in the ensuing General Meeting is sought.
SUBSIDIARY COMPANY
Ajcon Commodity Brokers Ltd, the subsidiary Company has grown commodity
broking business. During the year, the Company added sizable number of
clients doing commodity trading at trading facilities at Branches of
its holding Company Ajcon Global Services Ltd. However, the Company has
not done anything much in NBFC area of activity, except trading in
shares and securities.
As per the circular No. 5/12/2007-CL-III dated 8th February, 2011
issued by Government of India, Ministry of Corporate Affairs, the
required financial information in the consolidated balance sheet is
given in respect of Company's subsidiary i.e. Ajcon Commodity Brokers
Limited.
The annual accounts of the afore said subsidiary and the related
detailed information shall be made available to shareholders of the
Company and its subsidiary, seeking such information at any point of
time. The annual accounts of the subsidiary Company shall also kept
open for inspection by any shareholder at the Registered Office at 101,
Samarth Lt. P.N. Kotnis Road, off. Hinduja Hospital ,Mahim (West),
Mumbai-400016 and shall also be posted on Company's website.
INVESTMENT IN GROUP COMPANIES
There was no change in the investment made in the group Companies.
DIVIDEND
In order to conserve there sources for expansion and Working Capital
needs, your Directors do not recommend any dividend.
DIRECTORS
In accordance with the provisions of Section 255 & 256 of the Companies
Act, 1956 and Article of Association of the Company, Mr. Samir Biswas,
Director, retires by rotation and being eligible offer him self for
re-appointment at the ensuing Annual General Meeting.
Brief resume of Director proposed to be reappointed, nature of his
expertise in specific functional areas and name of companies in which
he hold directorship and memberships/Chairmanship of Board Committees,
as stipulated under Clause 49 of Listing Agreement with the Stock
Exchange in India, are provided in the Report on Corporate Governance
forming part of Annual Report.
The terms of Shri Ashok Kumar Ajmera, Managing Director expires on 31st
March 2012. Your Board has recommended his reappointment for a further
period of 5 years.
The term of Shri Ankit Ajmera, Executive Director expireson 30th June,
2011. Your Board has recommended his reappointment for a further period
of 5 years.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from public within the
meaning of section 58A of the Companies Act, 1956 and the rules made
there under.
CORPORATE GOVERNANCE
The Company is committed to maintain highest standards of Corporate
Governance. To comply with conditions of Corporate Governance, pursuant
to Clause 49 of the Listing Agreement with the Stock Exchange, a
management discussion and analysis statement, Corporate Governance
Report and Auditor Certificate and shareholders information form a part
of this Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under section217 (2AA) of the Companies Act, 1956, the
Board of Directors of the Company confirms:
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are no
material departure for the same,
ii. that the selected accounting policies were applied consistently and
the directors made judgments and estimates that are reason able and
prudent so as to give a true and fair view of the state of affairs of
the Company as on 31st March,2011 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safe guarding the assetsof the Company and for
preventing and detecting fraud and other irregularities;
iv. that the annual accounts have been prepared on a "going
concern"basis.
INSURANCE
All the properties of the Company are adequately insured. The Company
is also adequately insured for its activities as stock & currency
brokers and depository participant.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars as prescribed under Section 217(l) (e) of the Companies
Act,1956 read with Companies (disclosure of particulars in the report
of Board of Director) Rules, 1988 are not applicable as the Company is
not engaged in manufacturing activities.
The Company has earned foreign exchange of Rs.299.86 Lacs (US
$6,42,384) during the year by way of Professional Fees.
EMPLOYEE INFORMATION
No information pursuant to Section 217 (2A) of the Companies Act, 1956
is attached, as there was no employee drawing remuneration in excess of
limits prescribed.
AUDITORS
M/S Bhatter and Co., Chartered Accountants, Mumbai, Auditors of the
Company, retire at the ensuing Annual General Meeting, are eligible for
re-appointment, their appointment is recommended to hold office until
the conclusion of the forthcoming Annual General Meeting. The Company
has received certificate from the Auditors to the effect that their
reappointment, if made, will be in accordance with sub-section (B) of
section 224 of the Companies Act, 1956.
The Audit Committee and the Board of directors therefore recommend M/S
Bhatter & Co., Chartered Accountants as Statutory Auditors of the
Company for the year 2011-12 for the approval of shareholders.
AUDITORS' REPORT & CERTIFICATION
The Auditors' Report forms the part of this Annual Report. The Auditors
have also certified the Company's compliance requirements of Corporate
Governance in terms of Clause 49 of the Listing Agreement and the same
is enclosed as an annexure to the Report on Corporate Governance.
The observations made by the Auditors in their Report read with the
relevant notes as given in the Notes to Accounts for the year ended
31st March, 2011 are self explanatory and therefore do not call for any
further comments under Section 217(3) of the Companies Act,1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
Company's bankers, Institutional and other clients and customers, SEBI,
NSE, BSE, MCX-SX, CDSL and other Authorities for their support,
co-operation, guidance and assistance. The Board is also grateful to
the shareholders for their continued confidence. The Board also
expresses its deep sense of gratitude to Bank of India for having made
a tie up with the Company for the Online Share Trading by its
customers.
The Board of Directors takes this opportunity to express their
appreciation of the sincere efforts put in by the staff and executives
at all the level sand hopes that they would continue their dedicated
efforts in the future also.
For and on behalf of the Board
(Ashok Kumar Ajmera)
Chairman
Mumbai
30.05.2011
Mar 31, 2010
The Directors have great pleasure in presenting the Twenty Third
Annual Report and the Audited Accounts of your Company for the year
ended 31st March 2010.
FINANCIAL RESULTS
Year Ended Year Ended
31.03.2010 31.03.2009
(Rs. in Lacs) (Rs. in Lacs)
Income from Operations and Other Income 424.60 271.72
Profit before Interest & Dep. 159.36 93.40
Less: Interest & Bank charges 50.24 29.12
Less: Depreciation 35.02 28.97
Profit before Tax 74.10 35.30
Less: Provision for Taxation 18.25 6.00
Profit after Tax 55.85 29.30
Less: Deferred Tax Liabilities 8.75 0.61
Net Profit 47.10 28.69
Add: Surplus brought forward 114.23 85.54
Balance carried to Balance Sheet 161.32 114.23
OPERATIONS:
The operations of the Company for the year under review have resulted
in the gross profit of Rs.159.36 lacs against Rs.93.40 lacs in the
previous year showing an increase of 70%. After providing for interest,
depreciation and taxes, the Company has made a net profit of Rs.55.85
lacs as against Rs. 29.30 lacs in the previous year. The gross revenue
stood at Rs.424.60 lacs as against Rs. 271.72 lacs during the previous
year. The above figures demonstrated an increase of 56% in the top line
and 90% in the bottom line.
The year 2009-10 was a year of economic recovery after the melt down of
previous year, Indian economy surged ahead and the Country achieved GDP
growth of 7.30%. The Companys performance also improved substantially
which is evident from the above- mentioned results.
FUTURE OUTLOOK
The World economy is still not out of woods. While the US economy
stabilized, problem in Europe lead by financial crisis in Greece
started affecting the capital markets World over adversely. Some more
European Countries have also started showing signs of financial
weakness. Though the stronger European Countries together with World
Bank are working out the massive bail out package for the weaker
Countries, the negative effect might continue for some more time.
The Indian economy is doing extremely well and the GDP growth
expectations for the year 2010-11 are increased to 8.5%. But the
fallout of European problems is affecting the sentiments in Indian
markets also.
Your Company continues to pursue its expansion plans in the retail
broking area, which was restarted last year after having put on hold
due to the economic meltdown during 2008-09. In order to give a major
boost to the retail participation, the Company has entered into an
arrangement with a leading Public sector bank for providing Companys
online platform for trading to the customers of the said bank. We
expect a major rise in the retail broking business of the Company with
this tie up.
On the consultancy and advisory front also, the Company is doing well
by capturing some large assignments, which are expected to result into
much better earnings in the coming year.
Barring unforeseen circumstances, your directors are hopeful of a smart
recovery in the fortunes of the Company.
SHARE CAPITAL AND SHARE WARRANTS
675,000 Share Warrants of Rs.85/- each issued by the Company in the
year i.e.2007-08 were cancelled and the advance amount of Rs. 5,737,500
paid thereon was forfeited and transferred to General Reserves as the
option holders did not exercise their option to convert their warrants
into Equity due to falling market price of the shares of the Company.
SUBSIDIARY COMPANY
Ajcon Commodity Brokers Ltd, the subsidiary Company has grown
comparatively at a slower pace in its commodity broking business due to
the extreme volatility in the commodity prices from risk management
angle. During the year, the Company expects to add a sizable number of
clients doing commodity trading at trading facilities at Branches of
its holding Company Ajcon Global Services Ltd. The company has during
the year revived its NBFC status and plan to recommence the business of
NBFC.
In compliance with the requirement of section 212 (2) of the Companies
Act, 1956, Directors Report along with the Statement of Accounts of
Ajcon Commodity Brokers Ltd., the subsidiary of your Company for the
year ended 31st March, 2010 are appended to the Annual Report.
INVESTMENT IN GROUP COMPANIES
During the year, the Company has increased its investment in Ajcon
IT.Com Ltd. and has made afresh investment in another group Company
namely Ajcon Infra Projects Pvt. Ltd. The said investments are well
within the prescribed limits and are made from strategic point of view
to reap greater benefits at a later date.
DIVIDEND
In order to conserve the resources for expansion and Working Capital
needs, your Directors do not recommend any dividend.
DIRECTORS
In accordance with the provisions of Section 255 & 256 of the Companies
Act, 1956 and Article of Association of the Company, Mr.Rajendra
Bakiwala, Director, retires by rotation and being eligible offer him
self for re-appointment at the ensuing Annual General Meeting.
Brief resume of Director proposed to be reappointed, nature of his
expertise in specific functional areas and name of companies in which
he hold directorship and memberships/Chairmanship of Board Committees,
as stipulated under Clause 49 of Listing Agreement with the Stock
Exchange in India, are provided in the Report on Corporate Governance
forming part of Annual Report.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from public within the
meaning of section 58A of the Companies Act, 1956 and the rules made
there under.
CORPORATE GOVERNANCE
The Company is committed to maintain highest standards of Corporate
Governance. To comply with conditions of Corporate Governance, pursuant
to Clause 49 of the Listing Agreement with the Stock Exchange, a
management discussion and analysis statement, Corporate Governance
Report and Auditor Certificate and shareholders information form a part
of this Annual Report.
DIRECTORS RESPONSIBILITY STATEMENT
As required under section 217 (2AA) of the Companies Act, 1956, the
Board of Directors of the Company confirms:
i. that in the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are no material
departure for the same,
ii. that the selected accounting policies were applied consistently
and the directors 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 as on 31st March, 2010 and of the profit of the Company for
the year ended on that date;
iii. that proper and sufficient care has been taken 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. that the annual accounts have been prepared on a Ãgoing concernÃ
basis.
INSURANCE
All the properties of the Company are adequately insured. The Company
is also adequately insured for its activities as stock & currency
brokers and depository participant.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars as prescribed under Section 217(1) (e) of the Companies
Act, 1956 read with Companies (disclosure of particulars in the report
of Board of Directors) Rules, 1988 are not applicable, as the Company
is not engaged in manufacturing activities.
The Company has not earned any foreign exchange during the year.
EMPLOYEE INFORMATION
No information pursuant to Section 217 (2A) of the Companies Act, 1956
is attached, as there was no employee drawing remuneration in excess of
limits prescribed.
AUDITORS
M/S G.N. Shanbhag and Co., Chartered Accountants, Mumbai, Auditors of
the Company, retire at the ensuing Annual General Meeting, are eligible
for re-appointment, their appointment is recommended to hold office
until the conclusion of the forthcoming Annual General Meeting. The
Company has received certificate from the Auditors to the effect that
their reappointment, if made, will be in accordance with sub-section
(1B) of section 224 of the Companies Act, 1956.
The Audit Committee and the Board of directors therefore recommend M/S
G.N. Shanbhag & Co., Chartered Accountants as Statutory Auditors of the
Company for the year 2010-11 for the approval of shareholders.
AUDITORS REPORT & CERTIFICATION
The Auditors Report forms the part of this Annual Report. The Auditors
have also certified the Companys compliance requirements of Corporate
Governance in terms of Clause 49 of the Listing Agreement and the same
is enclosed as an annexure to the Report on Corporate Governance.
The observations made by the Auditors in their Report read with the
relevant notes as given in the Notes on Accounts for the year ended
31st March, 2010 are self explanatory and therefore do not call for any
further comments under Section 217(3) of the Companies Act, 1956.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
Companys bankers, Institutional and other clients and customers, SEBI,
NSE, MCX-SX, CDSL and other Authorities for their support,
co-operation, guidance and assistance. The Board is also grateful to
the shareholders for their continued confidence.
The Board of Directors takes this opportunity to express their
appreciation of the sincere efforts put in by the staff and executives
at all the levels and hopes that they would continue their dedicated
efforts in the future also.
For and on behalf of the Board
Mumbai
28.05.2010
(Ashok Kumar Ajmera)
Chairman
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