Mar 31, 2024
Your Directors are pleased to have this opportunity to present the 31st Annual Report of the Company together with the
Standalone and Consolidated Audited Financial Statements of the Company for the year ended March 31, 2024.
(Amount in Lacs)
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Standalone Consolidated |
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|
Particular |
2023-24 |
2022-23 |
2023-24 |
2022-23 |
|
Revenue from operations |
65.17 |
63.09 |
65.17 |
63.09 |
|
Other Income |
57.48 |
0.08 |
65.04 |
5.13 |
|
Total Expenditure |
54.64 |
104.22 |
42.73 |
91.96 |
|
Profit / (Loss) before Tax & Provision for NPA |
68.01 |
41.04 |
87.48 |
(23.74) |
|
Provision for Tax |
18.61 |
10.66 |
24.12 |
(5.64) |
|
Net Profit / (Loss) |
49.39 |
30.38 |
63.36 |
(18.10) |
|
Add/(Less):Other Comprehensive |
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Total Compr ehensive Income/ (Expenses) for the year |
49.39 |
(30.38) |
63.36 |
(18.10) |
Keeping in view the overall financial position of the Company, the board has not recommended any dividend for the
financial year ended 31st March 2024.
During the year under review, the Company has earned total revenue of Rs. 65.17 Lacs as against 63.09 Lacs during the
previous year with an increase of Rs. 2.08 Lacs. The year under review resulted in Net Profit after Taxof Rs. 49.39 Lacs as
compared to Net Loss after Tax of Rs. 30.38 Lacs during the previous year.
On consolidated basis, revenue for FY 2023-24 stood at is Rs. 65.17 Lacs as against 63.09 Lacs during the previous year
with an increase of 2.08 Lacs and Net Profit after Tax of Rs. 63.36 Lacs as compared to Net Loss after Tax of Rs.
(18.10)Lacs during the previous year.
Human Resource Development is the framework for helping employees develop their personal and organizational skills,
knowledge, and abilities. Human Resource is not only an integral part of any organization but also strive its success and
growth. The Company believes that human
resources are the key resources and integral part of the organization
and endeavors to create a culture of openness and empowerment
amongst its employe es and prov'' id e good carrier development.
Your Company believes in trust transparency & teamwork to
improve employees productivity at all levels and is committed to the
welfare of the employees and their families by putting review and
reward system in place.
During the Year under Review, the Company transferred Rs. 9.88 Lacsto Statutory Reserve under section 45 âIC and
standalone reserve made up of Statutory Reserve/ Retained earning and other comprehensive Income as on 31 March,
2024 stood at Rs. 39.39Lacs and Consolidated reserve stood at RS. 589.55 lacs.
As required under Section 134(3) of the Act, the Board of Directors informs the members that during the financial year i.e.
31 March, 2024, there have been no material changes between the closing of the financial year of the Company till the date
of this report, except as disclosed elsewhere in the Annual Report.
⢠M/s S&S Balajee Mercantile Private Limited having CIN: U51109DL1993PTC052329 incorporated to carry on the
business of dealing and trading in all kinds of essential commodities/Machinery, etc.
⢠M/s Jet Air Securities Private Limited having CIN:U74899DL1995PTC069004which is mainly engaged in business
of dealing in securities.
⢠M/sRex Overseas Private Limited having CIN:U74899DL1988PTC032551 is engage into the business of import
export and all deal in all kind of securities.
There are no joint venture company at any time during the financial year 2023-2024.
There is one associate companies during the financial year 2023-2024 i.e NKJ Securities Private Limited which was Struck
off by ROC from register of companies dated November 19, 2019.
Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 (âActâ), a statement containing brief financial
details of the Company''s subsidiaries, associate companies and joint ventures for the financial year ended March 31,2024
in Form AOC-1 is annexed to the Board Report of the Company as Annexure-I .
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1 Directors Responsibility statement ( See 134(5")) |
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Applicable accounting |
Prudent judgment and |
Proper and sufficient |
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Annual accounts |
Adoqujtc lntorrt.il Financial controls. |
Proper systems to |
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_I |
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i Additional Responsi |
t>11 i ty statement |
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As required by Section 134(3)(c) of the Companies Act, 2013, Directors state that:
a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures;
b) The directors had selected such accounting policies and applied them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of
the financial year and of thp rofit and loss of the company for that period;
c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and
other irregularities;
d) The directors had prepared the annual accounts on a going concern basis;
e) The directors had laid down internal financial controls to be followed by the company and that such internal financial
controls are adequate and were operating effectively; and
f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.
Pursuant to the provision of Section 149(7) of the Act read with Regulation 25(8) of the SEBI (LODR) Regulations, 2015,
the Company has received a declaration from each of the Independent Director that they meets the criteria of
independence as provided under section 149(6) of the Act &SEBI (LODR) Regulations, 2015 and there has been no
change in the circumstances which may affect their status as independent director during the year.
All the Independent Directors of the Company have complied with the requirement pertaining to the inclusion of their
names in the data bank of independent directors maintained by Indian Institute of Corporate Affairs and they meet the
requirements of proficiency self-assessment test.
In the opinion of Board of Directors of the Company, Independent Directors on the Board of Company hold highest
standards of integrity and are highly qualified, recognised and is doyen of the industry. There is an optimum mix of
expertise (including financial expertise),leadership and professionalism.
The Company is a Non-Banking Financial Company (NBFC) registered with the Reserve Bank of India (RBI) under
Registration No. 14.00332. The Company has complied with all the applicable guidelines, directions, Circulars etc., issued
by the Reserve Bank of India for Non-Systemically Important Non-Deposit Taking NBFCs, including the following:
a. The Reserve Bank of India Act, 1934; and Directions, Regulations,
b. Master Direction â Reserve Bank of India (Non- Banking Financial Company â Scale Based Regulation) Directions,
2023 (effective from October 19, 2023);
c. Master Direction - Non-Banking Financial Company Returns (Reserve Bank) Directions, 2016;
d. Scale Based Regulation for Non-Banking Financial Companies (Up-to October 18, 2023).
e. Master CircularâNon-Banking Financial Companies â Corporate Governance (Reserve Bank) Directions, 2015
f. Master Direction â Reserve Bank of India (Filing of Supervisory Returns), Directions â 2024
g. Master Direction- Non banking Financial company âNon Systematically Important Non- Deposit Taking Company
and Deposit Taking Company) Reserve Bank directions, 2016.
h. Non-Banking Financial Companies Auditor''s Report (Reserve Bank) Directions, 2016
The company continues to comply with the directives and accounting standard as well as the norms prescribed by Reserve
Bank of India for NBFCs for the financial year 2023-24.
In accordance with the provisions of Section 149 and 152 of the Companies Act, 2013 and rules made there under as
amended from time to time and Regulation 17 of the SEBI (LODR) Regulations 2015. During the Year under review,there
was no change in board composition of the company except the following: -
^ Ms. Neha Sharma who was appointed as a Company Secretary & Compliance Officer of the Company had resigned
on 6th June, 2023.
^ Ms. Khushambi was appointed as a Company Secretary and Compliance officer of the company w.e.f 6th July, 2023
and resigned on 3rd October, 2023.
The Board of Directors of your Company met 7 (Seven) times during the Financial year 2023-24.The dates of the board
meetings are 12th April 2023,30*May 2023, 08th June 2023, 6*July 2023, 11thvAugust 2023, 11th November2023 and
12thFebruray 2024. The necessary quorum was present for all the meetings.
The company holds the board meeting in compliance with law and the gap between two meetings did not exceed one
hundred and twenty days during the FY 2023-24. The detailed agenda and notes thereon are sent to all the directors seven
days in advance from the date of Board Meeting. The Managing Director appraised the Board on the overall performance
of the Company at every Board Meeting. The Board reviews the performance of the Company and sets the strategy for
future. The Board takes on record the actions taken by the company on all its decisions periodically.
During the financial year 2023-24, the meeting of Independent Director was held on 12th February, 2024 to review the
performance of Non Independent Directors of the company.
In a separate meeting of independent directors, performance of non-independent directors, performance of the board as
a whole and performance of the chairman was evaluated, taking into account the views of executive directors and non¬
executive directors. The same was discussed in the board meeting that followed the meeting of the independent directors,
at which the performance of the board, its committees and individual directors was also discussed.
The Company''s policy on directors'' appointment and remuneration and other matters provided in Section 178(3) of the
Act has been disclosed in the corporate governance report, which forms part of the Annual Report.
The Remuneration Policy of the company for Directors, KMP and Senior Management Employees are also available at the
website of the company i.e. www.ekamleasing.in
The NEDs have no pecuniary relationship except the sitting fees paid for the meeting of board of Directors/Committee.
The details regarding the remuneration of directors along with their shareholding are disclosed in Corporate Governance
Report which forming part of this Annual Report.
During the year under review, there was no frauds reported by statutory auditors to Audit Committee and/or board under
sub-section (12) of section 143 of the Companies Act, 2013.
The board of directors has carried out an annual evaluation of its own performance and board committees. The
performance was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the
Board composition and structure, effectiveness of board processes, information and functioning etc.
The performance of the committees was evaluated after seeking the inputs of committee members on the criteria such as
understanding the terms of reference, Committee Composition, Independence, updating the Board on the committee
decisions, comprehensiveness in the discussion of issues and contributions to Board decisions, etc.
The Board and the Nomination and Remuneration Committee (âNRCâ) reviewed the performance of the individual
directors on the basis of the criteria such as the contribution of the individual directors to the Board and committee
meetings like preparing on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.
In addition, the Chairman was also evaluated on the key aspects of his role.
Performance evaluation of independent directors was done by the entire board, excluding the independent director being
evaluated.
The evaluation report contains an executive summary of findings and several key recommendations from the evaluation
process.
During the year under review, there were no application made or proceeding pending in the name of Company under the
Insolvency and Bankruptcy Code, 2016.
During the year under review, there has been no one time settlement of loans taken from banks and financial institutions.
Pursuant to requirement under Companies
Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations,
2015, the Board of Directors has constituted
various Committees of Board such as Audit
Committee, Nomination & Remuneration
Committee, Stakeholders Relationship
Committee. The details of composition and
terms of reference of these Committees are
mentioned in the Corporate Governance
Report.
The composition, role, terms of reference, authority and powers of the Audit Committee are in conformity with Section
177 of the Companies Act, 2013 read with Regulation 18 of SEBI (Listing Obligations& Disclosure Requirements)
Regulations, 2015. The Committee met periodically during the year and had discussions with the auditors on internal
control systems and internal audit report.
The composition, role, terms of reference, authority and powers of the Nomination & Remuneration Committee are in
conformity with Section 178 of the Companies Act, 2013 read with Regulation 19 of SEBI (Listing Obligations&
Disclosure Requirements) Regulations, 2015.
The composition, role, terms of reference, authority and powers of the Stakeholder Relationship Committeeare in
conformity with Section 178 of the Companies Act, 2013 read with Regulation 20 of SEBI (Listing Obligation &
Disclosure Requirements) Regulations, 2015.
The details regarding all the above said committees are given in the Corporate Governance Report which forms a part of
this Report.
In line with the requirements of the Act
and the Listing Regulations, the Company
has formulated a Policy on Related Party
Transactions and the same is available on
the website of the company at
www.ekamleasing.in. All Related Party
Transactions are placed before the Audit
Committee and also the Board/Members
for their approval, wherever necessary. An
omnibus approval from the Audit
Committee is obtained for the related party
transactions. The details of the same are given in Note 28 to the Standalone & Consolidated Financial Statements of the
Company.
Further, there were no related party transactions which were material or not at arm''s lengh basis as required under section
188(1) of the Companies Act and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.There were no materially significant related party transactions made by the Company with Promoters,
Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of
the Company at large. Therefore , the requirement of Form AOC-2 is not applicable to the Company.
The Company in terms of regulation 23 of the Listing Regulations submitted disclosures of related party transactions on a
consolidated basis, in the format specified in the relevant accounting standards to the stock exchanges. The said disclosures
can be accessed on the website of the Company at www.ekamleasing.in
Effective risk management is essential to success and is an integral part of our culture. While we need to accept a level of
risk in achieving our goals, sound risk management helps us to make the most of each business opportunity, and enables us
to be resilient and respond decisively to the changing environment.
Our approach to risk management assists us in identifying risks early and addressing them in ways that manage
uncertainties, minimize potential hazards, and maximize opportunities for the good of all our stakeholders including
shareholders, customers, suppliers, regulators and employees. Risks can be broadly classified as Strategic, Operational,
Financial, and Legal/Regulatory.
In accordance with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 Company has adopted risk management policy, approved by Board of Directors and
established a risk management framework to identify, mitigate and control the risk and threatens of risk.
Pursuant to the provisions of Section 139 and 142 of the Companies Act, 2013 read with the Companies (Audit and
Auditors) Rules, 2014 and other applicable provisions, if any, (including any statutory modification(s), clarifications,
exemptions or re-enactments thereof for the time being in force) and pursuant to recommendation of the Audit
Committee and approval of shareholders at the annual general meeting appointed M/s. MB Gupta & Co., Chartered
Accountants (FRN.006928N) as Statutory Auditors of the Company whose appointment was approved by the
shareholder in the 30th Annual General Meeting for a term term of five years to hold office from the conclusion of the 30th
AGM till the conclusion of the 35th AGM in 2028.
Secretarial Auditor
In terms of Section 204 of the Companies Act, 2013 and Rules framed there under and on the recommendation of the
Audit Committee, the Board of Directors of the Company have appointed M/s. KKS & Associates, Company Secretaries
as the Secretarial Auditor of the Company for the financial year 2023-2024. The Company has received consent from M/s.
KKS & Associates, Company Secretaries, for their appointment. The Secretarial Audit Report confirms that the Company
has complied with the provisions of the Act, Rules, Regulations and Guidelines except & otherwise mentioned in the
Report. Further, his secretarial audit report is annexed asAnnexure-Vto this Report in prescribed Form MR-3.
Further, the Board of Directors in their meeting held on Thursday, 30thMay, 2024 re-appointed M/s. KKS & Associates,
Company Secretaries, as Secretarial Auditors, to undertake the audit of the secretarial records for the Financial Year 2024¬
25.
Further, in pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as
amended vide SEBI Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019, the Annual Secretarial
Compliance Report for the Financial Year ended on March 31, 2024 as issued by M/s. KKS & Associates, Company
Secretaries is also available at BSE India.com and on the website of the Company i.e www.ekamleasing.in
In compliance with section 138 of the Companies Act 2013, the Board of Directors on the recommendation of the Audit
Committee has appointed M/s ACG & Co., Chartered Accountant as the Internal Auditor to conduct Internal Audit of
the Company for Financial Year 2023-24.The internal auditor performs an independent check of effectiveness of key
controls in identified areas of internal financial control reporting. The Internal Audit report for Financial Year 2023-24 was
reviewed by the audit committee and taken note by the board of Directors of the company.
The standalone financial statements of the Company have been prepared in accordance with Ind AS notified under
Section 133 of the Act. The Notes to the financial statements referred in the Auditors Report are self-explanatory.
The statutory auditors of the Company mentioned the following qualifications in the Auditors Report of the Company
for the financial year 2023-24:-
Pursuant to the provisions of section 203 of the Companies Act, the company is mandated to appoint the Chief Financial
Officer (CFO), we draw attention to the fact that the Company is failed to appoint a Chief Financial Officer (CFO)
throughout the year.
(a) Pursuant to the provisions of section 203 of the Companies Act, the company is mandated to appoint the Chief
Financial Officer (CFO), we draw attention to the fact that the Company is failed to appoint a Chief Financial Officer
(CFO) throughout the year.
a) Due to Financial crisis & unavailability of suitable candidate, the board was unable to appoint the Chief Financial
Officer (CFO) of the Company.
(a) Pursuant to the provisions of section 203 of the Companies Act, the holding company is mandated to appoint the
Chief Financial Officer (CFO), we draw attention to the fact that the holding company is failed to appoint a Chief
Financial Officer (CFO) throughout the year.
(b) In our opinion and according to the information and explanation given to us by the management in respect of two
subsidiaries (Jet Air Securities Private Limited; Rex Overseas Private Limited) are required to get registered with
Reserve Bank of India as a Non-Banking Finance Company under section 45-IA of the Reserve Bank of India Act,
1934 based on their business activity (50:50 test).
Management Response
(a) Due to Financial crisis & unavailability of suitable candidate, the bord was unable to appoint the Chief Financial
Officer (CFO) of the Company
(b) The Board is in process to take registration on the same
The secretarial auditors of the Company mentioned the following qualifications in the Auditors Report of the
Company for the financial year 2023-24:-
(a) There were some fines had been levied against the listed entity/its promoters/directors/material subsidiaries either
by SEBI or by Stock Exchanges (including under the Standard Operating Procedure issued by SEBI through various
circulars) under the non-complainceof regulations of SEBI(Listing Obligations and Disclosure Requirements)
Regulations, 2015(Acts/Regulations and circulars/guidelines).
(b) The post of Chief Financial Officer is lying vacant since May 02, 2022.
(c) Ms. Khusambi has resigned from the post of Company Secretary& Compliance Officer dated 03/10/2023 and the
Company does not have any Company Secretay.
Management Reply:
(a) The company has made an application dated January 27, 2022against the BSE letters regarding waiver of fines as
imposed due to failure of Compliance under regulations SEBI(Listing Obligation and Disclosure Requirements)
Regulations, 2015and the same is pending for consideration with BSE.
Further, the Company has submitted a Representation Letter dated February 21, 2024, in furtherance to the email
dated 15th January, 2024 of.BSE on the fines imposed on the Company on abovementioned waiver application dated
January 27, 2022, filed by the Company with the BSE.
Also, the Regulation 15(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("the Regulations"), as amended from time to time, the provisions of Regulations
17 to 27, along with clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46, and paragraphs C, D, and E of
Schedule V, shall not apply to a listed entity whose paid-up equity share capital does not exceed rupees ten crore and
whose net worth does not exceed rupees twenty-five crore, as on the last day of the previous financial year.
Therefore, since the paid-up equity share capital as of 31st March 2021-2024 is ?3 crore and also its average net worth
has been around Rs. 3 Cr (?3.59 crore as on 31st March, 2024), both being below the threshold limits prescribed under
Regulation 15(2) as stated herein above, the corporate governance provisions are not applicable to the
Company. Accrodingly, the Company has decided to file amendment to the Waiver Application filed by the Company,
to seek waiver on fine imposed on such exempted Regulations.
(b) Due to Financial crisis & unavailability of suitable candidate, the board was unable to appoint the Chief Financial
Officer (CFO) of the Company.
(c) Management is in the process to find suitable candidate for post of Company secretary & Compliace Officer of
the Company .
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
Internal Financial Control (IFC) means the policies and
procedures adopted by the Company for ensuring the
orderly and efficient conduct of its business, including
adherence to Company''s policies, the safeguarding of its
assets, timely prevention and detection of frauds and errors,
the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial information.
The Internal auditor monitors and evaluates the efficancy and adequacy of internal control system in the Company, its
compliance with operating systems, accounting procedures and policies at all locations of the Company and its
subsidiaries.
Based on the report of Internal Auditor, process owners undertake corrective action in their respective areas and thereby
strengthen the controls. Significant audit observations and the necessary corrective actions are presented to the Audit
Committee. In addition, the company has identified and documented the key risks and controls for each process that has a
relationship to the financial operations and reporting at regular intervals, internal teams test identified key controls.
There is no change in the nature of business of the company during FY 2023-24.
The Board that pursuant to Circular No DOR.CRE.REC.No.60/03.10.001/2021-22 dated 22nd October 2021 issued by
Reserve Bank of India (RBI), it has mandated under Scale Based Regulation (SBR), the Regulatory minimum Net Owned
Fund (NOF) for all kind of NBFCs i.e. NBFC-ICC, NBFCMFI and NBFC-Factors, shall be increased to Rs. 10 crore. The
following glide path is provided for the existing NBFCs to achieve the NOF of Rs.10 crore:
|
NBFCs |
Current NOF |
By March 31, 2025 |
By March 31,2027 |
|
NBFC-ICC |
Rs. 2 crore |
Rs. 5 crore |
Rs. 10 crore |
|
NBFC-MFI |
Rs. 5 crore ( Rs.2 crore |
Rs. 7 crore (Rs. 5 crore |
Rs. 10 crore |
|
NBFC-Factors |
Rs. 5 crore |
Rs. 7 crore |
Rs. 10 crore |
In view to achieve the said objective regarding NOF requirement, the Company in their 30th Annual General Meeting had
taken the approval from the shareholders &increased the authorized share capital of the Company from Rs. 3,00,00,000
(Rupees three Crores only) divided into 60,00,000 (Sixty Lakh) equity shares of Rs. 5/- (Rupees Five) each to Rs.
5,00,00,000 (Rupees Five crores only) divided into 100,00,000 (One crore) equity shares of Rs. 5/- (Rupees five) each by
creation of additional 40,00,000 (Forty lakhs) equity shares of Rs. 5/- (Rupees five) each and that the new equity shares
shall rank Paripassu with the existing equity shares.
The Authorized Share Capital of the Company is Rs.5,00,00,000/- (Rupees Five crores only) divided into 100,00,000
(One crore) equity shares of Rs. 5/- (Rupees Five) each.
In pursuance of the Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014
the company has not accepted any public deposit during the year under review.
During the year under review, as per terms of section 134(3) (g) company has not given any loan or guarantee which is
covered under the provisions of Section 186 of the Companies Act, 2013. However, details of investments made during
the year are given under notes to the financial statements.
Particulars required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts)
Rules, 2014, regarding conservation of energy, technology absorption and foreign exchange earnings and outgo.
Since the company is not engaged in manufacturing, the particulars in respect of conservation of energy, Research and
development, Technology Absorption are not required to be given.
The Company understands and respects its fiduciary role and responsibility towards its stakeholders and society at large,
and strives to serve their interests, resulting in creation of value and wealth for all stakeholders.
The compliance report on corporate governance and a certificate from M/s. KKS & Associates, Company Secretaries
(Prop. Mr. Krishna Kumar Singh, FCS No. 8493), Practicing Company Secretary of the Company, regarding compliance
of the conditions of corporate governance, as stipulated under Chapter IV of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is attached herewith as integral part to this report.
As required by Regulation 34 (2) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, a
detailed Management Discussion and Analysis Report is
presented in a separate section forming part of the Annual
Report.
As stipulated by Regulation 33 of the Listing Regulations, the Consolidated Financial Statements have been prepared by
the Company in accordance with the applicable Accounting Standards. The audited Consolidated Financial Statements,
together with Auditors'' Report, form part of the Annual Report.
As per the provisions of Section 129 of the Companies Act, 2013, the consolidated financial statements of the Company,
its Subsidiaries and Associates are attached in the Annual Report. The annual accounts of Subsidiaries and Associates will
be made available to shareholders on request and will also be kept for inspection by any shareholder at the Registered
Office and Corporate Office of your Company. A statement in Form AOC-1 containing the salient features of the
financial statements of the Company''s Subsidiaries, Associates and Joint Venture for the year ended March 31, 2024 is also
attached with financial statements.
The Company is not required to formulate Corporate Social
Responsibility(CSR) Policy and Committee as it does not fulfill the criteria
specified under Section 135 of the Companies Act, 2013.
Pursuant to Section 92 and 134 of the Act read with Rule 12 of the Companies (Management and Administration) Rules,
2014, the Annual Return is available on the website of the Company which can be accessed through.
The Institute of Company Secretaries of India (''ICSI'') has currently mandated compliance with the Secretarial Standards
on board meetings and general meetings,. The Company is duly complied with applicable secretarial standards read
together with circulars issued by Ministry of Corporate Affairs for the Board Meetings and General Meetings conducted
by company during the FY 2023-24.
The company''s equity shares continue to be listed on the Bombay Stock Exchange (BSE), Mumbai which has nationwide
trading terminals. The company has paid the Annual Listing Fees to BSE for the Financial Year 2023-2024.
Pursuant to Section 177 of the Companies Act 2013 and Regulation 22 of the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015, the Board has adopted vigil mechanism in the form of Whistle Blower Policy for the
Directors and Employees of the Company to deal with instances of fraud or mismanagement, if any. The Vigil Mechanism
ensures standards of professionalism, honesty, integrity and ethical behaviour. The Company had adopted a Code of
conduct for Directors and Senior Management Executives (âthe Codeâ), which lays down the principles and standards that
should govern their actions. The Policy regarding the same can be accessed at the website of the company. All Senior
Management personnel have affirmed compliance with the ELFCL Code of Conduct .The Managing Director has also
confirmed and certified the same. The certification is at the end of the Report on Corporate Governance.
Pursuant to Section 177(9) of the Companies Act 2013, a vigil mechanism was established for directors and employees to
report to the management instances of unethical behaviour, actual or suspected, fraud or violation of the Company''s code
of conduct or ethics policy. The Vigil Mechanism provides a mechanism for employees of the Company to approach the
Chairman of the Audit Committee of Directors of the Company for redressal. No person has been denied access to the
Chairman of the Audit Committee of Directors.
There was no employee in receipt of remuneration in the limit as prescribed under Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014. Therefore, the statement/ information required
under section 197 read with Rule 5 is not applicable.
|
Sr. No. |
Particulars |
Details |
|
(i) |
The ratio of the remuneration of each director to the |
Mr. Rakesh Jain - Nil Ms. RashiVarshney - Not Applicable* Mr. Saurabh Jain - Not Applicable* |
|
(ii) |
the percentage Increase in remuneration of each |
There has been no increase in remuneration of any of the |
|
(iii) |
the percentage Increase in the median remuneration |
|
|
(iv) |
the number of permanent employees on the rolls of |
Employees as on March 31, 2024. |
|
(v) |
average percentile increase already made in the |
Since the percentile increase in the manager ial remuneration is Nil. |
|
(v) |
Affirmation that the remuneration is as per the |
Remuneration paid during the FY 202 3-24 is as per the |
The Company is not required to maintain the cost record as specified by the Central Government under sub-section (1) of
section 148 of the Companies Act, 2013.
As mandated by the Ministry of Corporate Affairs, the financial statements for the year ended on March 31, 2024 has been
prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Act read with the
Companies (Accounts) Rules, 2014 as amended from time to time. The estimates and judgments relating to the financial
statements are made on a prudent basis, so as to reflect in a true and fair manner, the form and substance of transactions
and reasonably present the Company''s state of affairs, profits and cash flows for the year ended March 31, 2024. The Notes
to the Financial Statements forms an integral part of this Report.
The Key Financial Ratios with detailed explanations were disclosed in the Financial Statements, which forms part of this
Report.
There are no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern
status and Company''s operations in future.
There were fines levied against the listed entity/its promoters/directors/material subsidiaries either by SEBI/Stock
Exchanges (including under the Standard Operating Procedure issued by SEBI through various circulars) under the
aforesaid Acts/Regulations and circulars/guidelines.
The Company is providing e-voting facility to all members to enable them to cast their votes electronically on all
resolutions set forth in the Notice. This is pursuant to section 108 of the Companies Act, 2013 and Rule 20 of the
Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI (Listing Obligations & disclosure
Requirements) Regulations, 2015 read with the Ministry of Corporate Affairs General Circular No(s) 14/2020 dated April
8, 2020, 20/2020 dated May 05, 2020, 10/2022 dated 28th December, 2022, 09/2023 dated 25th September, 2023 & 09/2024
dated 19th September, 2024 and other circulars issued by the Ministry of Corporate Affairs (''MCA'')(âMCA Circularsâ) and
Securities Exchange Board of India (SEBI) Circular dated 12th May, 2020, Circular No.
SEBI/HO/CFD/CMD2/CIR/P/2021/11, SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated 7th October, 2023
& SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 03, 2024 (âSEBI Circularsâ) . The instruction(s) for
âremote e-votingâ and âe-votingâ during the ANNUAL GENERAL MEETINGfor ensuing Annual General Meeting is
also provided with notice to shareholders of this Annual Report.
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate in securities by the
Directors and designated employees of the Company. The Code prohibits the purchase or sale of Company shares by the
Directors and the designated employees while in possession of unpublished price sensitive informationin relation to the
Company and during the period when the Trading Window is closed. The Code of Conduct to regulate, monitor and
report Insider trading is uploaded on the Company''s website: www.ekamleasing.in
There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit
Committee and/or Board under Section 143(12) of the Companies Act 2013and Rules framed there under.
The Company is committed for providing and promoting a safe and healthy work environment for all its employees.
In accordance with the provisions of the Sexual Harassment of Women at the Workplace (prevention, Prohibition
&Redressal) Act, 2013 and the Rules framed there under for prevention and redressal of complaints of sexual harassment
at workplace, along with a structured reporting and redressal mechanism. The Company has complied with provisions
relating to the constitution of Internal Complaints Committee under the said Act.
There were no complaints regarding sexual harassment by any women employees (permanent, contractual, temporary,
trainees) who are covered under this policy till the date of this report.
During the year, there being no transactions with respect to following items during the year under review, no disclosure or
reporting is required in respect of the same:
a. Issue of equity shares with differential rights also dividend, voting or otherwise.
b. Issue of shares(including sweat equity shares)to employees of your Company under any scheme.
c. Buy-back of shares.
d. No settlements have been done with banks or financial institutions.
On behalf of the Directors of the Company, I would like to place on record our deep appreciation to our shareholders,
customers, business partners, vendors, bankers, financial institutions and academic institutions for all the support rendered
during the year.
The Directors are thankful to the Government of India, the various ministries of the State Governments, the Central and
State Electricity Regulatory authorities, communities in the neighborhood of our operations, local authorities in areas
where we are operational in India; as also partners, governments and stakeholders where the Company operates, for all the
support rendered during the year.
Finally, we appreciate and value the contributions made by all our employees and their families for making the Company
what it is. Your company''s employees are instrumental to your company achieving higher business goals. Your directors
place on record their deep admiration of the commitment and contribution of your company''s employees. Your support
as shareholders is greatly valued. Your directors thank you and look forward to your continuance support.
Place: New Delhi
Date: 14-11-2024
Mar 31, 2014
Dear Members,
The Directors are pleased to have this opportunity to present the
Twenty First Annual Report of the Company along with and Audited
Statement of Accounts for the year ended 31st March, 2014.
FINANCIAL HIGHLIGHTS (amount in Rs.)
2013-201 2012-2013
Revenue from operations 63,53,802.00 40,38,117.00
Other Income 17,60,962.00 3,46,854.00
Total Expenditure 43,91,237.00 38,95,525.00
Profit / (Loss) before Tax &
Provision for NPA 37,23,527.00 4,89,446.00
Provision for Tax 7,21,092.00 1,59,840.00
Net Profit / (Loss) 30,02,435.00 3,29,606.00
Deficit brought forward from
previous year (95,21,288.00) (98,50,893.87)
Deficit carried over to Balance Sheet (6,518,853.00) (95,21,288.00)
OVERALL PERFORMANCE
The Income from operations during the year has been Rs. 63.53 Lacs
approx as against Rs. 40.38 lacs approx in the previous year. The
financial year under review resulted in Net Profit of Rs. 30.02 Lacs,
as compared to Rs. 3.29 Lacs in the previous year.
During the financial year under review the performance of the company
has a steep increase by approx 57.33 % over the performance during the
last financial year, the net profit decreased due to increased cost of
finance to expand the scale of the business operations of the Company.
The management of the company has positive outlook for the future
growth.
DIVIDEND
In view of the huge accumulated losses incurred by the company in the
past and future capital requirements, your directors do not recommend
payment of any dividend for the year.
CORPORATE GOVERNANCE
The Company is required to implement various compliances of Corporate
Governance in accordance with the requirements of the Standard Listing
Agreement entered into by the Company with the Stock Exchanges namely
Bombay Stock Exchange (BSE), Delhi Stock Exchange(DSE) and Company has
delisted its Securities from Ludhiana Stock Exchange(LSE) w.e.f. 08th
February, 2014 vide letter No. LSE/ 2013-14 dated 11th February, 2014.
Your Company had taken adequate steps to ensure compliance of the
requirements of Corporate Governance and accordingly, pursuant to
Clause 49 of the Listing Agreement with the Stock Exchanges, Management
Discussion and Analysis, Corporate Governance Report and Auditors''
Certificate regarding compliance of conditions of Corporate Governance
is made part of this Annual Report.
FUTURE PROSPECTS
The management is very optimistic and aggressively focusing on to
exploit the opportunities available to NBFC in India and exploring and
evaluating various business models for implementation in order to
enhance to turnover of the Company to escalate to new heights. The
Board expects that the Company will continue to improve its overall
performance and excel to enhance the profitability of the Company, in
the present economic scenario and growth momentum of Indian economy,
via its strategy competency, operational efficiencies and successful
implementation of its new business models.
REGISTRATION WITH RBI
The Company being a Non-Banking Finance Company (NBFC) and is
registered with the Reserve Bank of India(RBI), with RBI Registration
No, 14-00332. The Company had complied with the Non- Banking Financial
(Non - Deposit Accepting or Holding) Companies Prudential Norms
(Reserve Bank) Directions, 2007 as amended.
AUDITORS
M/s. G.L. Gupta & Associates, Chartered Accountants, Statutory Auditors
of the company hold office until the conclusion of the ensuing Annual
General Meeting (AGM) and being eligible offer themselves for
re-appointment. They have confirmed that their appointment, if made,
would be within the prescribed limits.
Pursuant to the provisions of section 139 of the Companies Act, 2013
and the Rules framed thereunder, it is proposed to appoint M/s. G.L.
Gupta & Associates, Chartered Accountants, as statutory auditors of the
Company from the conclusion of the forthcoming AGM till the conclusion
of the Twenty Fourth Annual General Meeting to be held in the year
2017, subject to ratification of their appointment at every AGM.
Yours Directors recommend reappointment of M/s. G.L. Gupta &
Associates, Chartered Accountants, as Auditors of the company at the
ensuing Annual General Meeting through the Notice convening the AGM.
The notes to the accounts referred to in the Auditor''s Report and the
observations made in the Report under Companies (Auditor''s Report)
Order, 2003 are self-explanatory and therefore do not call for any
further comments.
DIRECTORS
In accordance with the provisions of Section 149 and 152 of the
Companies Act, 2013 and Rules made thereunder as amended from time to
time, the Company has recommended appointments of Independent Directors
as stipulated in item Nos. 3 to 6 of the Notice of the ensuing 21st
Annual general meeting of the Company. In view of all other directors
being recommended for appointment as Independent directors except Mr.
Rakesh Jain, Managing Director, therefore there is no director liable
to retire by rotation.
DIRECTORS RESPONSIBILITY STATEMENT
The information required to be furnished in terms of section 134(5) of
the Companies Act, 2013 (erstwhile Section 217(2AA) of the Companies
Act, 1956) are set out hereunder:
Your Directors confirm:
i) that in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
ii) that the directors had selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit or loss of the company for that period;
iii) that the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities;
iv) that the directors had prepared the annual accounts on a going
concern basis. PARTICULARS AS PER SECTION 134 OF THE COMPANIES ACT,
2013
Your company does not have any employee, whose particulars are required
to be given under the provision of Section 134 of The Companies Act,
2013 (erstwhile section 217 (2A) of the Companies Act, 1956) read with
the Companies (Accounts) Rules, 2014.
Disclosure with respect to Conservation Of Energy, Technology
Absorption & Foreign Exchange Earning And Outgo, pursuant to section
217 (1)(e) of the Companies Act, 1956 is not applied to the Company.
LISTING OF SHARES
The shares of the company are listed on Bombay Stock Exchange & Delhi
Stock Exchange. The listing fees has been paid in full to all the stock
exchanges during the year. Company has voluntarily delisted its
Securities from Ludhiana Stock Exchange w.e.f. 8th February, 2014.
FIXED DEPOSITS
The Company has not accepted any fixed deposits till date within the
meaning of Section 58A of the Companies Act, 1956 and rules made there
under.
ACKNOWLEDGEMENT
Your Directors place on record their warm appreciation of the
assistance and cooperation extended by various Government Departments,
Authorities, Reserve Bank of India, Business Partners etc. Your
Directors also place on record their deep appreciation of the support
provided by the Bankers associated with the company.
Your support as shareholders is greatly value. Your directors thank you
and look forward to your continuance support.
EKAM LEASING & FINANCE CO. LIMITED By order of the Board of
Directors
Registered Office:
IIIrd Floor, 14, Rani Jhansi Road,
New Delhi - 110 055. Rakesh Jain Saurabh Jain
Corporate Identity Number: Managing Director Director
L74899DL1993PLC055697 DIN.00061737 DIN : 02815972
Tel : 011-32033277,
Fax: 91-11-23528015
Email: investor@ekamleasing.com
Website: www.ekamleasing.com
September 03, 2014
New Delhi
Mar 31, 2013
TO THE MEMBERS OF EKAM LEASING AND FINANCE CO. LIMITED
The Directors are pleased to have this opportunity to present the
Twentieth Annual Report of the Company along with and Audited Statement
of Accounts for the year ended 31st March, 2013.
FINANCIAL HIGHLIGHTS famounf (amount in Rs.)
2012-2013 2011-2012
Revenue from operations 40,38,117.00 36,25,119.00
Other Income 3,46,854.00 13,18,586.00
Total Expenditure 38,95,525.00 42,04,157.00
Profit / (Loss) before Tax &
Provision for NPA 4,89,446.00 7,39,548.00
Provision for Tax 1,59,840.00 1,50,720.00
Net Profit / (Loss) 3,29,606.00 5,88,828.00
Deficit brought forward
from previous year (98,50,893.87) (1,04,39,721.87)
Deficit carried over to Balance
Sheet (95,21,288) (98,50,893.87)
OVERALL PERFORMANCE
The Income from operations during the year has been Rs. 40.38 Lacs
approx as against Rs. 36.25 lacs approx in the previous year. The
financial year under review resulted in Net Profit of Rs. 3.29 Lacs as
compared to Rs. 5.89 Lacs the previous year.
During the financial year under review the performance of the company
has improved by approx 11.41% over the performance of the last
financial year, the net profit decreased due to increased cost of
finance to expand the scale of the business operations of the Company.
The management of the company has positive outlook for the future
growth.
DIVIDEND
In view of the Insignificant Profit for the year under review and huge
accumulated losses incurred by the company in the past, your directors
do not recommend payment of any dividend for the year.
CORPORATE GOVERNANCE
The Company is required to implement various compliances of Corporate
Governance in accordance with the requirements of the Standard Listing
Agreement entered into by the Company with the Stock Exchanges namely
Bombay Stock Exchange (BSE), Delhi Stock Exchange(DSE) & Ludhiana Stock
Exchange(LSE) wherein the shares of the Company are Listed. Your
Company had taken adequate steps to ensure compliance of the
requirements of Corporate Governance and accordingly, pursuant to
Clause 49 of the Listing Agreement with the Stock Exchanges, Management
Discussion and Analysis, Corporate Governance Report and Auditors''
Certificate regarding compliance of conditions of Corporate Governance
is made part of this Annual Report.
FUTURE PROSPECTS
The management is very optimistic and aggressively focusing on to
exploit the opportunities available to NBFC in India and exploring and
evaluating various business models for implementation in order to
enhance to turnover of the Company to escalate to new heights. The
Board expects that the Company will continue to improve its overall
performance and excel to enhance the profitability of the Company, in
the present economic scenario and growth momentum of Indian economy,
via its strategy competency, operational efficiencies and successful
implementation of its new business models.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Forward-Looking Statements:
Certain statements in this MD&A Report which are not historical facts
constitute forward-looking statements or forward-looking information
within the meaning of applicable laws ("forward-looking statements").
Forward-looking statements are based on certain assumptions and
expectations of future events. The Company cannot guarantee that these
assumptions and expectations are accurate or will be realized. The
Company''s actual results, performance or achievements could thus differ
materially from those projected in any such forward-looking statements.
The Company assumes no responsibility to publicly amend, modify or
revise any forward looking statements, on the basis of any subsequent
developments, information or events.
Ekam Leasing & Finance Co. Ltd. registered with RBI as a non banking
financial company(non deposit accepting), professionally managed
Company where customer-satisfaction is of paramount consideration and
matters most above all others.
The Industry: Opportunities & Threats:
NBFCs have been playing a complimentary role to the banking sector,
catering to the unbanked sectors and promoting financial inclusion;
NBFCs have been vital to the growth of the economy by providing
financial support to some of the important segments of the economy.
Gradually, they are being recognised as complementary to the banking
sector due to their customer-oriented services: simplified procedures;
attractive rates of return on deposits; flexibility and timeliness in
meeting the credit needs of specified sectors; etc. NBFCs are
heterogeneous group of institutions (other than commercial and co-
operative banks) performing financial intermediation in a variety of
ways, like accepting deposits, making loans and advances, leasing, hire
purchase, etc. They raise funds from the public, directly or
indirectly, and lend them to ultimate spenders. They advance loans to
the various wholesale and retail traders, small-scale industries and
self-employed persons. Thus, they have broadened and diversified the
range of products and services offered by a financial sector.
Opening up of economy gave a further boost to the demand for credit. A
developing economy like India always craves for financial resources and
NBFCs account for 12.3% of assets of the total financial system. Due to
the global economic slowdown and its impact on the domestic economy,
NBFC sector faced significant stresses on asset quality, liquidity and
funding costs.
Business Outlook and Overview:
Demand for credit is great and often organized traditional financing
institutions (like banks and financial institutions) do not meet such
demand thus creating a space for other types of financing. Money lender
is an age old institution filling such space. Bank borrowings and
debentures have remained the prominent source of funding for NBFCs
After a long depressing performance in the past, the Company with its
pragmatic approach in line with the objectives of Long-term growth, is
developing the strategic competency and enhancing its operational
efficiencies. Our strategy to enhance scale of operations, strengthen
business, where we have competencies.
Company''s future earnings largely depend upon successful implementation
of its strategies in its core competence portfolio. Further the Company
is going to enlarge its area and scale of operations to the existing
portfolio to capture business opportunities growth and to consolidate
customer relationship this year.
Performance:
The Income from operations during the year has been Rs. 40.38 Lacs
approx as against Rs. 36.25 lacs approx in the previous year. The
financial year under review resulted in Net Profit of Rs. 3.29 Lacs as
compared to Rs. 5.89 Lacs the previous year.
Internal Control Systems and Cost:
The Company endeavors to ensure that an adequate internal control
system is in place. The company has undertaken an extensive exercise to
control the overall cost and to explore and finalise ways of cost
reduction and optimizing resources.
Human Resource Development:
Ekam Leasing & Finance Co. Ltd. strives to create a culture of openness
and empowerment amongst its employees and provide good career
development. The Company is committed to the welfare of the employees
and their families. The Company believes that human resources are the
key resources for the success of any organization.
Your Company belief in trust, transparency & teamwork to improve
employee''s productivity at all levels.
REGISTRATION WITH RBI
The Company being a Non-Banking Finance Company(NBFC) and is registered
with the Reserve Bank of India(RBI), with RBI Registration No,
14-00332. The Company had complied with the Non-Banking Financial (Non
- Deposit Accepting or Holding) Companies Prudential Norms (Reserve
Bank) Directions, 2007 as amended.
AUDITORS
M/s. G.L. Gupta & Associates,Chartered Accountants, New Delhi,
Statutory Auditors of the company, retire from their office at the
ensuing Annual General Meeting. They are, however, eligible for re-
appointment pursuant to Section 224(1 B) of the Companies Act, 1956
they have confirmed their eligibility for re-appointment as the
Auditors of the company. Members are requested to consider their
re-appointment.
The observations of the Auditors in their report on Annual Accounts of
the Company read with the relevant notes are self explanatory and
therefore do not call for any further comments.
DIRECTORS
In accordance with the provisions of Companies Act, 1956 and Company''s
Articles of Association, Mr. Vishal Jain retires by rotation at the
ensuing Annual General Meeting and is eligible for re-appointment.
DIRECTORS RESPONSIBILITY STATEMENT
The information required to be furnished in terms of section 217 (2AA)
of the Companies Act, 1956 are set out hereunder:
Your Directors confirmed:
i) that in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper explanation
relating to material departures;
ii) that the directors had selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit or loss of the company for that period;
iii) that the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities;
iv) that the directors had prepared the annual accounts on a going
concern bas
.
PARTICULARS AS PER SECTION 217 OF THE COMPANIES ACT, 1956
Your company does not have any employee, whose particulars are required
to be given under the provision of section 217 (2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employees) Rules,
1975, as amended up to date.
Disclosure with respect to Conservation Of Energy, Technology
Absorption & Foreign Exchange Earning And Outgo, pursuant to section
217 (1) (e) of the Companies Act, 1956 is not applied to the Company.
LISTING OF SHARES
The shares of the company are listed on Bombay Stock Exchange, Delhi
Stock Exchange and Ludhiana Stock Exchange. The listing fees are paid
in full to a''l the stock exchanges during the year. Bombay Stock
Exchange, Ludhiana Stock Exchange and Delhi stock exchange has revoked
suspension of the trading in the shares of the company.
FIXED DEPOSITS
The Company has not accepted any fixed deposits till date within the
meaning of Section 58A of the Companies Act, 1956 and rules made there
under.
ACKNOWLEDGEMENT
Your Directors place on record their warm appreciation of the
assistance and cooperation extended by various Government Departments,
Authorities, Reserve Bank of India, Business Partners etc. Your
Directors also place on record their deep appreciation of the support
provided by the Bankers associated with the company.
Your support as shareholders is greatly value. Your directors thank you
and look forward to your continuance support.
For & On behalf of the Board of
EKAM LEASING & FINANCE CO. LIMITED
Place: New Delhi RAKESH JAIN
Date :28th August, 2013 CHAIRMAN
Mar 31, 2010
The Directors are pleased to have this opportunity to present the
SEVENTEENTH ANNUAL REPORT of the Company along with and Audited
Statement of Accounts for the year ended 31s March, 2010.
FINANCIAL RESULTS (Amount in Rs.)
2009-20T0 2008-2009
Sales/ Income from operations 1,63,12,800.00 15,21,152.00
Total Expenditure 2,96,45,636.00 2,37,156.00
Profit / (Loss) before
Tax & Provision for NPA (1,33,32,836.00 12,83,996.00
Provision for Tax Nil 1,50,000.00
Tax Related to earlier years 1,83,833.00 Nil
Net Profit / (Loss) (1,35,16,669.00) 11,33,996.00
Deficit brought forward from
previous year (2,69,82,262.87) (2,81,16,259.00)
Deficit carried over to BalanSheet (1,15,03,155.87) 2,69,82,262.87
Share Capital 3,00,00,000.00 2,98,86,250.00
OVERALL PERFORMANCE
The year under review resultedin Net Loss of Rs. 135.17 Lacs as
compare to Net Profit of Rs. 11.34 Lacs during the previous year. The
Income from operations during the year has been Rs. 163.13 Lacs as
against Rs. 15.21 lacs in the previous year.
The performance of the company has improved further during the year
under review. The management of the company has positive outlook for
the future and hopefully to have impetus to the growth.
DIVIDEND
In view of the loss for the year, your directors do not recommend
payment of any dividend for the year.
CORPORATE GOVERNANCE
As per the Listing Agreement with the Stock Exchanges, your Company was
required to implement various requirements of Corporate Governance.
Your Company had taken adequate steps to ensure compliance of the
requirements of Corporate Governance and accordingly, pursuant to
Clause 49 of the Listing Agreement with the Stock Exchanges, Management
Discussion and Analysis, Corporate Governance Report and Auditors
Certificate regarding compliance of conditions of Corporate Governance
is made part of this Annual Report.
FUTURE PROSPECTS
The Board expects that the Company will continue to improve its overall
performance and excel to enchance the profitability of the Company, in
the present economic scenario and growth momentum of Indian economy,
via its strategy competency, operational efficiencies. We expect a
robust growth and enhanced market share on the strength of its existing
product portfolio, operational efficiency and enhanced network
alongwith the successful implementation of strategies in future.
AUDITORS
M/s. G.L Gupta & Associates. Chartered Accountants, New Delhi, Auditors
of the company, retire from their office. They are. however, eligible
for re-appointment. Pursuant to Section 224(1 B) of the Companies Act,
1956 they have confirmed their eligibility for re-appointment as the
Auditors of the company. Members are requested to consider their
re-appointment.
The observations of the Auditors in their report on Annual Accounts of
the Company read with the relevant notes are self explanatory and
therefore do not call for any further comments.
DIRECTORS
During the year under review, there was no change in the Directorship
of the company.
In accordance with the provisions of Companies Act, 1956 and Companys
Articles of Association, Mr. Nirmal Kumar Jain retires by rotation at
the ensuing Annual General Meeting and is eligible for re- appointment.
Mr. Nirmal Kumar Jain is recommended to be appointed as a director
liable to retire by rotation.
On 22nd June, 2010, Mr. Narendra Kumar Jain was appointed as a Director
of the company to fill the casual vacancy caused due to resignation of
Mr. Bimal Kumar Jain, Director of the company
DIRECTORS RESPONSIBILITY STATEMENT
The information required to be furnished in terms of section 217 (2AA)
of the Companies Act, 1956 are set out hereunder:
Your Directors confirmed:
i) that in the preparation of the annual accounts, the applicable
accounting standards had
been followed along with proper explanation relating to material
departures: in that the directors had selected such accounting policies
and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit or loss of the company for that period; iii) the directors had
taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for
safeguarding the assets of the company and for preventing and detecting
fraud and other irregularities; iv) that the directors had prepared the
annual accounts on a going concern bas,s. Pmnlovees) Rules. 1975. as
amended up to dale
Disclosure with respect to Conservation Of Energy, Technology
Absorption & Foreign Exchange Earning And Outgo, pursuant to section
217 (1)(e) of the Companies Act, 1956 is not applied to the Company.
LISTING OF SHARES
The shares of the company are listed on Bombay Stock Exchange, Delhi
Stock Exchange and Ludhiana Stock Exchange. The listing fees are paid
in full to all the stock exchanges during the year. Delhi stock
exchange has revoked suspension of the trading in the shares of the
company. The company is endeavoring for revocation of suspension of
trading in shares with Bombay and Ludhiana Stock Exchange,
FIXED DEPOSITS
The Company has not accepted any fixed deposits till date within the
meaning -of Section 58A of the Companies Act, 1956 and rules made there
under.
ACKNOWLEDGEMENT
Your Directors place on record their warm appreciation of the
assistance and cooperation extended by various Government Departments,
Authorities, Reserve Bank of India, Business Partners etc. Your
Directors also place on record their deep appreciation of the support
provided by the Bankers associated with the company.
Your support as shareholders is greatly value. Your directors thank you
and look forward to your continuance support.
For & On behalf of the Board
Place: New Delhi Prakash Chand Didwania
Date:1 September 2010 Chairman
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