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Directors Report of Rekvina Laboratories Ltd.

Mar 31, 2015

Dear Members,

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

1. financial results

Your Company financial performance during the year 2014-15 is summarized below:

(Rs. In Lacs)

Particulars 2014-2015 2013-2014

Profit/(Loss) Before Depreciation 0.50 2.78

Less: Depreciation - -

Profit/(Loss) Before Tax 049 2.78

Less: Taxation 0.09 0.54

Profit/(Loss) After Tax 040 2.24

2. operations

The Company's Net Profit for the Financial Year ended March 31, 2015 stood at Rs 39,980/-.

3. DIVIDEND

The Board of Directors express their inability to recommend any dividend on equity shares for the year ended March 31, 2015 due to inadequate profit.

4. public deposits

During the year, the Company has not accepted any deposit.

5. AUDITORS

M/s. Y. K. Shah and Company, Vadodara, Chartered Accountants (FRN 116821W), be and are hereby re-appointed as Auditors of the Company and will hold office from the conclusion of the ensuing Annual General Meeting till the conclusion of the Annual General Meeting to be held in 2016 at such remuneration which will be mutually decided by the Auditors and the Company. The Auditors shall also be entitled to out of pocket expenses, travelling expenses etc., which he may incur in connection with the audit work of the Company.

6. AUDITORS

The Auditors' Report on the financial statement for the current year is self-explanatory, therefore does not require any further explanation.

Swati Chaudhary & Co, Practicing Company Secretary (C. P. No. 10546) was appointed as Secretarial Auditor to conduct the Secretarial Audit of the Company for the Financial Year 2014- 2015 pursuant to section 204 of the Companies Act, 2013 and rules made thereunder.

The Secretarial Audit Report for the FY 2014-2015, forms part of the Annual Report.

7. DIRECTORS

In accordance with the Companies Act, Mukesh Shah, director, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment.

Vibha Shah was appointed as additional director (women) during the year under review. Her term expires at the ensuing AGM. Members are requested to appoint her as Director.

8. conservation of energy, technology absorption & foreign exchange earnings and outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed.

9. vigil meghanism

The Company has established a Vigil Mechanism that enables the Directors and Employees to report genuine concerns. The Vigil Mechanism provides for (a) adequate safeguards against victimization of persons who use the Vigil Mechanism; and (b) direct access to the Chairperson of the Audit Committee of the Board of Directors of the Company in appropriate or exceptional cases.

10. particulars of employees

The Company does not have any employee/Director who is in receipt of remuneration aggregating to the sum prescribed in Section 197 of the Companies Act, 2013 ("the Act") read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

11. corporate social responsibility

The CSR Provisions does not apply to the company during the year under review.

12. related party transactions

No transactions were carried out between any of the related parties in the year under review.

13. risk management

The Company has devised and implemented a mechanism for risk management and has developed a Risk Management Policy. The Policy provides for creating a Risk Register, identifying internal and external risks and implementing risk mitigation steps.

14. familiarization programme for independent directors

The Company proactively keeps its Directors informed of the activities of the Company, its management and operations and provides an overall industry perspective as well as issues being faced by the industry.

15. directors' responsibility statement

Pursuant to Section 134 of the Act, the Directors state that:

(a) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) Appropriate accounting policies have been selected and applied consistently and have 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 at March 31, 2015 and of the profit and loss of the Company for the year ended March 31, 2015;

(c) 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) The annual accounts have been prepared on a going concern basis;

(e) Proper internal financial controls were followed by the Company and such internal financial controls are adequate and were operating effectively;

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

16. corporate governance

As per SEBI circular, the provision of Corporate Governance is not applicable to the Company.

17. share capital

The Company has done a Sub Division of existing equity shares in the following manner:

Every shareholder holding ONE equity share of Rs. 10/- each is issued TWO equity shares of Rs. 5/- each.

18. declaration by independent director

Pursuant to Section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Independent Directors of the Company have given the declaration to the Company that they qualify the criteria of independence as required under the Act.

19. 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 and Stakeholder committee, including the Chairman of the Board who were evaluated on parameters such as level of engagement and contribution and independence of judgment thereby safeguarding the interest of the Company. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction with the evaluation process.

20. extract of annual return

The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith.

21. acknowledgements

Your Directors takes opportunity to show gratitude towards the assistance and co-operation received from Shareholders.

For and on Behalf of the Board of Directors of rekvina laboratories limited

Mukesh Shah Amit Shah May 28, 2015 Chairman Director Vadodara DIN: 01993130 DIN: 01993211


Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2014.

1. FINANCIAL RESULTS

Your Company financial performance during the year 2013-14 is summarized below:

(Rs. In Lacs)

Particulars 2013-2014 2012-2013

Profit/(Loss) Before Depreciation 2.78 2.09

Less: Depreciation - -

Profit/(Loss) Before Tax 2.78 2.09

Less: Taxation 0.54 0.39

Profit/(Loss) After Tax 2.24 1.70

2. OPERATIONS

The Company's Net Profit for the Financial Year ended March 31, 2014 stood at Rs.2.24 lacs as against Rs.1.70 lacs in the previous year.

3. DIVIDEND

The Board of Directors express their inability to recommend any dividend on equity shares for the year ended March 31, 2014 due to inadequate profit.

4. STOCK SPLIT

During the year under review the face value of the shares of the company was split from 1 share of Rs. 10/- each to 2 share of Rs. 5 each

5. PUBLIC DEPOSITS

During the year, the Company has not accepted any deposit.

6. AUDITORS

M/s. Y K Shah & Company, Chartered Accountants, Vadodara, Statutory Auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Company has received confirmation that their appointment, if made, would be within the prescribed limit specified under relevant sections of the Companies Act and that they are not disqualified for such appointment. Your Directors recommend re-appointment of M/s. Y K Shah & Company as the Statutory Auditors of the Company for the current financial year and fixation of their remuneration.

7. AUDITORS' REPORT

The Auditors' Report on the financial statement for the current year is self-explanatory, therefore does not require any further explanation.

8. DIRECTORS

In accordance with the Companies Act, the director liable to retire by rotation at the ensuring Annual General Meeting, retires by rotation and being eligible offer itself for re-appointment.

9. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

A statement containing the necessary information required under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed to this report.

10. PARTICULARS OF EMPLOYEES

The Company does not have any employee who is in receipt of remuneration aggregating to the sum prescribed u/s. 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended till date.

11. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirements u/s. 217(2AA) of the Companies Act, 1956, your Directors hereby state and confirm that:

(i) In preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any

(ii) They have selected the 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 under review and for the loss of the Company for the same period.

(iii) They 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.

(iv) They have prepared the Annual Accounts on "GOING CONCERN" basis.

12. CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement the Company has adopted most of the provisions of Clause 49 of the Listing agreement. A report on Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance of conditions of Corporate Governance and also the Management Discussion and Analysis Report are annexed to this report.

13. ACKNOWLEDGEMENTS

Your Directors takes opportunity to show gratitude towards the assistance and co-operation received from Shareholders.

For and on behalf of the Board of Directors REKVINA LABORATORIES Limited

(MUKESH J. SHAN) (AMIT M. SHAN) CHAIRMAN DIRECTOR DIN-01993130 DIN-01993211

Place: Vadodara Date: September 03, 201


Mar 31, 2012

Dear Members,

M/s. Rekvina Laboratories Ltd.

The Directors have pleasure in presenting the Twenty Third Annual Report together with the Audited Accounts for the year ended 31st March, 2012.

FINANCIAL PERFORMANCE

2011-2012 2010-2011

Total Sales & Income 812500 --

Financial Expenses 154714 --

Depreciation -- --

Profit / (Loss) before Tax 158486 (80549)

Provision for Income Tax -- --

Profit / (Loss) after Tax 158486 (80549)

OPERATIONS

During the year, the Company has not made any investment in research and development activities. The turnover of the Company has effected adversely during the year significantly. The management of the Company is making all efforts to increase sales and are hopeful of better performance in the ensuing year.

DIVIDEND

The Directors, in view of present situation and loss during the year have not recommended any dividend for the year under review.

DEPOSITS

The Company has not accepted any deposits pursuant to the provisions of Section 58A of the Companies Act, 1956.

DIRECTORS

Mr. Amit M Shah, Director of the Company retires by rotation at the ensuing Annual General Meeting and has expressed willingness to be reappointed.

AUDITORS

M/s. Y.K. Shah & Co., Chartered Accountants, Baroda retire as Auditors of the Company at the ensuing Annual General Meeting and are eligible for re-appointment and they have furnished the certificate for their eligibility as per Section 224 (1B) of the Companies Act 1956.

AUDIT COMMITTEE

As required under Section 292A of the Companies Act, read with clause 49 of the listing requirement 1956 Audit Committee comprising..........................has been formed. Audit Committee meetings were held in accordance with statutory requirement.

INDUSTRIAL RELATIONS

During the year under review the relation between employees and management were cordial

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO.

As required by the provisions of Section 217 (1)(e) of the Companies (Disclosure of Particulars in the report of Board of Directors) Rules, 1988, the relevant data pertaining to 6 Conservation of Energy, Technology absorption & Foreign exchange earnings and out go are furnished in the Annexure forming part of this report.

AUDITORS REPORT

Auditor's observations are self-explanatory and/or suitably explained in the notes on Accounts.

PARTICULARS OF EMPLOYEES

There was no employee during the year under review whose particulars are required to be given pursuant to Section 217 (2A) of the Companies Act, 1956.

CORPORATE GOVERNANCE

Your Company attaches considerable significance to good corporate governance as an important step towards building investor confidence; improve investor's protection, Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges.

DIRECTORS' RESPONSIBILITY STATEMENT

The Directors confirm :

i. that in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;

ii. that they have been 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 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 they 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;

iv. that they have prepared the accounts for the financial year ended 31st March 2012 on a going concern basis.

ACKNOWLEDGEMENT

The Board of Directors acknowledges their unmatched valuable contribution and appreciates the co- operation received from the bankers, customers for their continued support. The directors also express their appreciation to all the employees of the Company for their sustained contribution throughout the period. The directors simultaneously thank the shareholders for their continued faith in the Company.

FOR AND ON BEHALF OF THE BOARD

Place : Vadodara (AMIT M. SHAH)

Date : 05/09/2012 DIRECTOR

 
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