Home  »  Company  »  Maa Jagdambe Trade  »  Quotes  »  Directors Report
Enter the first few characters of Company and click 'Go'

Directors Report of Maa Jagdambe Tradelinks Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their Thirtieth Annual Report together with the Audited Accounts of the Company for the year ended on 31st March, 2015.

1. FINANCIAL RESULTS: in Lakhs)

Year ended Year ended Particulars 31st March, 31st March, 2015 2014

A Total Revenue 1,22,65.30 28,20.62

B Total Expenses 1,21,49.90 2,746.54

C Profit/(Loss) Before Tax 115.40 74.08

D Tax expense

- Current Tax 39.00 15.00

- Deferred Tax 0.06 0.00

E Profit/(Loss) after Tax 76.34 59.08

2. Financial Performance

During the year under review, the Company has earned Total Revenue of ' 12,265.30 lakh in comparison to ' 2,820.62 lakh during the previous year. The Company has earned net profit after tax of ' 76.34 lakh in comparison of ' 59.08 lakh during the previous year. Your directors are hopeful of better performance in the forthcoming year. There was no change in the nature of the business of the Company during the year.

3. Dividend & Reserves

Your Directors abstain from declaring any dividend for the year and no amount of profit earned during the year was transferred to General Reserve.

4. Management Discussion & Analysis

Management Discussion & Analysis report is being given under Corporate Governance Report. There are no material changes between the end of the financial year and the date of the report which may affect the financial position of the Company.

5. Listing With Stock Exchanges

At Present, the Equity shares of the Company are listed at Bombay Stock Exchange Ltd.

6. Dematerialization of Shares

99.22% of the Company's paid up Equity Share Capital is in dematerialized form as on 31st March, 2015 and balance 0.78% is in physical form. The Company's Registrar and Transfer Agent is Purva Sharegistry (India) Private Limited. having their registered office at No.9, Shiv Shakti Industrial Estate, Ground Floor, J.R. Boricha Marg, Opp. Kasturba Hospital, Lower Parel, Mumbai - 400 011.

7. Internal Financial Controls

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weaknesses in the design or operation were observed.

8. Finance & Accounts

The Company has not raised any finance by issue of any securities during the year. The Company has adequate financial resources at its disposal for carrying on its business. Details of transactions are given in the Notes to the Financial Statements.

Your Company prepares its financial statements in compliance with the requirements of Companies Act, 2013 and the Generally Accepted Accounting Principles (GAAP) in India. The financial statements have been prepared on historical cost basis. The estimates and judgments relating to financial statements are made on 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 and profit for the year ended 31st March, 2015.

9. Subsidiaries, Joint Ventures and Associates Companies

The Company does not have any Subsidiary/Joint Ventures/Associate Companies.

10. Deposits

The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014

11. Extract of the Annual Return

The details forming part of the extract of the Annual Return in Form MGT-9 is annexed herewith as "Annexure A".

12. Statutory Auditors

(a) Comments and notes by auditors in the opinion of the management are self-explanatory and do not require any further comments.

(b) M/s. Satya Prakash Natani & Co., Chartered Accountants, Mumbai, retire at the ensuing Annual General Meeting and being eligible offer themselves for reappointment.

13. Secretarial Auditors

In terms of Section 204 of the Act and Rules made there under, M/s. Ramesh Chandra Bagdi & Associates, Practicing Company Secretary have been appointed as Secretarial Auditor of the Company. The report of the Secretarial Auditor is annexed as "Annexure B" to this report. The report is self-explanatory and do not call for any further comments.

14. Particulars Regarding Conservation of Energy, Technology Absorption

Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 requires disclosure of the particulars regarding conservation of Energy and Technology absorption. The Company is not having manufacturing facilities of its own; therefore information required under this clause is not applicable to the Company.

15. Foreign Exchange Earnings / Outgo

The Company has neither incurred any expenditure nor earned any income in foreign exchange.

16. Corporate Social Responsibility (CSR)

The Company does not fall under the prescribed class of companies' u/s 135(2) of the Companies Act, 2013 read with Rule 8 of the Companies (Corporate Social Responsibility) Rules, 2014. Hence CSR is not applicable to the Company.

17. Human Resources

Your Company treats its "human resources" as one of its most important assets. Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. Your Company thrust is on the promotion of talent internally through job rotation and job enlargement.

18. Directors and Key Managerial Personnel

i. Appointment of Directors retiring by rotation:

Mr. Kailash Bhageria, Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment.

ii. Declaration 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 prescribed both under the Act and Clause 49 of the Listing Agreement with the Stock Exchanges.

19. Meetings of the Board

The Board of Directors duly met 8 times during the financial year, the details of the same are being given in the Corporate Governance Report.

20. Vigil Mechanism

In order to ensure that activities of Company and its employees are conducted in a fair and transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior the Company has adopted a vigil mechanism policy.

21. Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the Notes to the Financial Statements.

22. Related Party Transactions

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm's length basis and that the provisions of Section 188 of the Companies Act, 2013 are not attracted. Thus disclosure in Form AOC 2 is not required. During the year, no material related party transactions were entered into with related parties by the Company. Details of transactions with related parties are given in the Notes to the Financial Statements.

23. Risk Management:

The Company has adequate internal controls in place at various functional levels and does not foresee any major risk such as financial, credit, legal, regulatory and other risk keeping in view the nature and size of its business.

24. Safety:

During the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

25. Significant and Material Orders Passed by the Regulators or Courts:

There are no significant and material orders passed by Regulators/Courts that would impact the going concern status of the Company and its future operations.

26. Material changes and commitments:

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relates on the date of this report.

27. Board Evaluation:-

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India under Clause 49 of the Listing Agreements.

The performance of the Board 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 by the Board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the Board and committee meetings like preparedness 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.

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.

28. Audit Committee:

The Audit Committee was constituted on 14th March, 2013. The Audit Committee is comprised of three Independent Directors. The composition of the Audit Committee is as follows:-

Sr. Members No. 1 Shri Vikash Jindal - Chairman

2 Shri Vimal Agrawal

3 Shri Ravikant Modi

All the recommendations made by the Audit Committee were accepted by the Board.

29. Corporate Governance:

Corporate Governance is an ethically driven business process that is committed to values aimed at enhancing an organization's brand and reputation. This is ensured by taking ethical business decisions and conducting business with a firm commitment to values, while meeting stakeholders' expectations. It is imperative that our company affairs are managed in fair and transparent manner. This is vital to gain and retain the trust of our stakeholders.

We comply with the Securities and Exchange Board of India (SEBI)'s guidelines on corporate governance. We have documented our internal policies on corporate governance. Several aspects of the act such as Whistle Blower Policy and Code of Conduct and Ethics, have been incorporated into our policies. A report on a Corporate Governance as required under clause 49 of the listing agreement with the Stock Exchange is appended as annexure to this report.

30. Ratio of Remuneration:

The information required pursuant to Section 197(12) read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in respect of employees of the Company and Directors is furnished hereunder:

Sr. Name Designation Remuneration No. FY 2014-15





1. Kailash Bhageria Whole 6,00,000 Time Director

2. Pawan Kumar Whole 4,80,000 Choudhary Time Director

Sr. Name % increase from Ratio/Times No. previous year per Median of Employee Remuneration

1. Kailash Bhageria N. A. 40

2. Pawan Kumar 21% 32 Choudhary

The particulars of the employees as required under Rule 5(2) and rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company as none of the employees of the Company was in receipt of remuneration as prescribed under the said Rules.

31. Share Capital

A) Buy Back of Securities

The Company has not bought back any of its securities during the year under review.

B) Sweat Equity

The Company has not issued any Sweat Equity Shares during the year under review.

C) Bonus Shares

No Bonus Shares were issued during the year under review.

D) Employees Stock Option Plan

The Company has not provided any stock option plan during the year under review.

32. Directors Responsibility Statement:-

According to the provisions of section 134(3)(c) of the Companies Act, 2013, the directors confirm that:

a) in the preparation of annual accounts for the financial year ended 31st March, 2015, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;

b) the accounting policies as selected are consistently applied and made judgements and estimates that are reasonable and prudent manner so as to ensure true and fair view of the state of affairs of the Company as at 31st March, 2015 and of the profit of the Company for the year ended on that date.

c) adequate accounting records are maintained in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) financial statements have been drawn up on a going concern basis.

e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

33. Acknowledgment

Your directors take the opportunity to record their deep sense of gratitude for the valuable support and cooperation extended to the Company by its shareholders and bankers.

Registered Office: For and on behalf of the Board

413 V Star Plaza, Chandavarkar Road, Kailash Bhageria Borivali (West), DIN: 01798209 Mumbai - 400 092. Chairman Dated: 30th May 2015


Mar 31, 2013

To, The Members of Maa Jagdambe Tradelinks Limited

Dear Shareholders,

The have pleasure in presenting the Annual Report together with the Audited Statement of Account of your company for the year ended 31st March 2013.

1. FINANCIAL RESULTS:

Year ended Year ended Particulars 31st March, 2013 31st March, 2012 Rupees Rupees

Total Income / (Loss) From Operation 1,24,56,381 14,33,18,678

Less: Expenses 1,24,36,033 14,40,37,000

Profit / (Loss) before Tax 20,348 (7,18,322)

Profit / (Loss) before Tax 20,348 (7,18,322)

Less: Provision for Taxation 36,966 0

Profit / (Loss) after Tax (16,618) (7,18,322)

2. OPERATIONS

During the year under review, the company has earned Profit before tax of Rs. 20,348/- in comparison to loss of Rs. 7,18,322/- during the previous year. The Company has incurred net loss of Rs. 16,618/- in comparison to net loss of Rs. 7,18,322/- during the previous year. The directors are hopeful that the Company will come out of red during the forthcoming financial year.

3. DIVIDEND

In view of losses, your directors express their inability to declare any dividend for the year.

4. MANAGEMENT DISCUSSION AND ANALYSIS (MD&A):

The global economic conditions remained subdued during the previous year. There was volatile movement of prices in the market. However, increased liquidity in the developed economies is impacting sentiments and boosting consumption as well as investment. The situation is improving and we are hoping for good investment environment in the country. The company is trying to keep up with the pace of growth of the Indian market. The company is building various earning platform for the forthcoming year to come out with flying colors.

5. DEPOSITS

The company has not accepted any deposit from the public within the meaning of Section 58A of Companies Act, 1956 and the rules made there under during the year.

6. DIRECTORS

Mr. Vikas Jindal was appointed as an additional director pursuant to the provisions of Section 260 of the Companies Act, 1956 with effect from 14th March, 2013. In terms of section 260 of the Companies Act, 1956 he holds office upto the conclusion of ensuing Annual General Meeting and being eligible offers himself for reappointment. The Company has received a notice in writing pursuant to Section 257 of the Companies Act, 1956, proposing his candidature for the office of a Director.

Mr. Vimalkumar Agrawal was appointed as an additional director pursuant to the provisions of Section 260 of the Companies Act, 1956 with effect from 14th March, 2013. In terms of section 260 of the Companies Act, 1956 he holds office up to the conclusion of ensuing Annual General Meeting and being eligible offers himself for reappointment. The Company has received a notice in writing pursuant to Section 257 of the Companies Act, 1956, proposing his candidature for the office of a Director, liable to retire by rotation.

Mr. Ravikant Modi was appointed as an additional director pursuant to the provisions of Section 260 of the Companies Act, 1956 with effect from 14th March, 2013. In terms of section 260 of the Companies Act, 1956 he holds office up to the conclusion of ensuing Annual General Meeting and being eligible offers himself for reappointment. The Company has received a notice in writing pursuant to Section 257 of the Companies Act, 1956, proposing his candidature for the office of a Director, liable to retire by rotation.

In Accordance with Articles of Associations of the Company Mr. Hemant Parasrampuria and Mr. Jaiprakash Joshi, Directors of the Company retires by rotation at the forthcoming Annual General Meeting and being eligible, offers themselves for re-appointment.

7. DIRECTOR RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to the Directors'' Responsibility Statement, it is hereby confirmed that:

i) in the preparation of the annual accounts for the year ended March 31, 2013, the applicable accounting standards read with requirements set out under Schedule VI to the Companies Act, 1956 have been followed and no material departures from the same;

ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of state of affairs of the Company as at March 31, 2013 and of the loss of the Company for the year ended on that date;

iii) the Directors have taken proper and sufficient care 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) the Directors have prepared the annual accounts of the Company on a ''going concern'' basis.

8. AUDITORS:

Observations of the auditors are self-explanatory and do not require further comments.

M/s. S. Chandulal & Co., Chartered Accountants, Mumbai has resigned from the office of statutory auditors to carry out the statutory audit of the Company for the F. Y. 2013-14. Your directors propose to appoint M/s. More & More, Chartered Accountants, Mumbai as statutory auditors of the Company in the forthcoming Annual General Meeting of the Company by the members.

9. AUDIT COMMITTEE

The Company has constituted an Audit Committee of Directors as required under section 292A of the Companies Act, 1956 and corporate governance requirement of the listing agreement. Some of the terms of reference of audit committee are to review the financial reporting process and to examine accountancy, Taxation and disclosure aspect of significant transactions.

10. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

Section 217(1)(e) read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, require disclosure of the particulars regarding conservation of Energy and Technology absorption. The Company not being a manufacturing Company, the same is therefore not applicable to it.

11. FOREIGN EXCHANGE EARNINGS & OUTGO

The Company has neither incurred any expenditure nor earned any income in foreign exchange.

12. CORPORATE GOVERNANCE

In terms of clause 49 of the Listing Agreement with the Stock Exchanges a report on the corporate Governance is appended as annexure to this report.

13. PARTICULARS OF EMPLOYEES

As there were no employees drawing remuneration more than the limit prescribed under section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of the employees) Rules 1975 , as amended from time to time, statement under section 217(2A) is not annexed.

14. ACKNOWLEDGMENT

Your company and its Directors wish to take this opportunity to offers their sincere thanks to various departments of the Central / State Government, Financial Institutions, Banks and Investors for their valuable support and assistance.

By order of the Board of Directors

MAA JAGDAMBE TRADELINKS LIMITED

HEMANT PARASRAMPURIA

DIRECTOR

Place: Mumbai

Date: 31-05-2013.


Mar 31, 2011

The Directors have pleasure in placing before you the Twenty Sixth Annual Report of the Company along with the Audited Statement of accounts for the year ended 31st March 2011.

FINANCIAL RESULTS (Rs.in Lacs)

PARTICULARS 2010-11 2009-10

Profit /(Loss) Before Tax (0.26) (01.12)

Less: Provision for Tax Nil Nil

Net Profit/(Loss) After Tax (0.26) (0.12)

Add/(Less): Balance brought forward (1648.25) (1618.13)

Balance carried to Balance Sheet (1648.51) (1640.25)

DIVIDEND:-

In view of losses your directors recommend NIL dividend for the year ended 31st March, 2011.

DIRECTORS:-

Shri Hemant Parasrampuria retires from the Board by rotation and being eligible offer himself for reappointment.

PARTICULARS REGARDING EMPLOYEES:

The Company has not paid any salary & accordingly the provisions of Companies (Particulars of Employees) Rules, 1975 as amended does not apply.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:-

The particulars of Conservation of Energy do not apply to your Company, your Company not being a manufacturing company. The Company has not upgraded and absorbed any Technology and there is no foreign exchange earnings or out go Mooring the year under review.

AUDITORS:-

(A) Appointment:

The retrying Auditors M/s. S Chandulal &Co, Chartered Accountants have furnished the necessary Certificate u/s. 224(1B) of the companies Act, 1956. The Board recommends their re-appointment.

(B) Reply to" Auditors 'Remarks:

1.With regards to the rejection of application RBI for registration to carry on the business of NBFC and non compliances of the conditions set out in the rejection letter by RBI the management would like to inform that the company is in the process of discounting the business of NBFC.

2 Other Remarks or qualifications are self explanatory and does not require any further clarifications or explanations.

COMPLIANCE CERTIFICATE:-

The compliance corticated issued by a company secretary in practice as per the provisions of Section 383A(1) of the Companies A 1956 is attached hereto *

DIRECTORS' RESPONSIBILITY STATEMENT:-

Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors confirm; that in preparation of the Annual Accounts the applicable accounting standards have been followed Appropriate accounting policies have been seated and applied consistently, and have made judgment 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 at 31st March 2011 and of the Loss of the Company for the financial year ended on that date. Proper and judgment are 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 the annual accounts have been prepared on a going concern basis.

By the order of the

Board of Directors

PLACE: MUMBAI

DATED: 11.07.2011 DIRECTORS


Mar 31, 2010

The Directors have pleasure in placing before you the Twenty Fifth Annual Report of the Company along with the Audited Statement of Accounts for the year ended 31st March 2010.

FINANCIAL RESULTS (Rs. in lacs)

PARTICULARS 2009-10 2008-09

Profit/(Loss) Before Tax (0.12) (0.21)

Less: Provision for Tax NIL NIL

Net Profit / (Loss) After Tax (0.12) (0.21)

Add: Prior year tax adjustment NIL NIL

Add/(Less): Balance brought forward (1648.13) (1647.92)

Balance carried to Balance Sheet (1648.25) (1648.13)

DIVIDEND

Your Directors recommend NIL dividends for the year ended 31st March, 2010.

DIRECTORS

Shri Jay Prakash Joshi retires from the Board by rotation and being eligible offer himself for reappointment

PARTICULARS REGARDING EMPLOYEES:

None of the employee of the Company was in receipt of remuneration exceeding limits prescribed u/s 217 (2A) read with the Companies (Particulars of Employees) Rules, 1975 as amended up-to-date.

PARTICULARS OP ENERGY CONSERVATION. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:-

The particulars of Conservation of Energy do not apply to your Company, your Company not being a manufacturing company. The Company has not upgraded and absorbed any Technology and there was no foreign exchange earnings or outgo during the year under review.

AUDITORS :-

(A) Appointment:

The retiring Auditors M/s. S Chandulal & Co., Chartered Accountants have furnished the necessary certificate u/s. 224(1B) of the companies Act, 1956. The Board recommends their re-appointment.

(B) Reply to Auditors' Remarks:

1. With regards to the rejection of application by RBI for registration to carry on the business of NBFC and non compliances of the conditions set out in the rejection letter by RBL the management would like to inform that the company is in the process of discontinuing the business of NBFC.

2. Other remarks or qualifications are self explanatory and does not require any further clarifications or explanations.

COMPLIANCE CERTIFICATE

The Compliance Certificate issued by the Company Secretary in practice as per the provisions of Section 383A(1) of the Companies Act 1956 is attached hereto.

DIRECTORS' RESPONSIBILITY STATEMENT-.

Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors confirm; that in preparation of the Annual Accounts, the applicable accounting standards have been followed Appropriate accounting policies have been selected and applied consistency, and have made judgement 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 at 31st March, 2010 and the Loss for the period 1st April, 2009 to 31st March, 2010. 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 the annual accounts have been prepared on a going concern basis.

By the order of the Board of Directors

PLACE: MUMBAI

DATED: 12.07.2010 DIRECTORS

 
Subscribe now to get personal finance updates in your inbox!