Mar 31, 2014
The Shareholders,
Shri Matre Power & Infrastructure Limited.
1. INTRODUCTION
The Directors have pleasure in presenting their report together with
audited accounts for the financial year ended 31st March, 2014.
2. FINANCIAL PERFORMANCE
The Financial performance of the Company for the year 2013-14 is
indicated below :
Rs.
Particulars 2013-14 2012-13
Gross Income 4,42,81,306 56,50,572
Less : Expenditure excluding 1,77,32,078 77,55,239
Interest, Depreciation &
prior period and
Extraordinary items
Profit / (Loss) before Interest,
Depreciation & 2,65,49,228 (21,04,667)
prior period and Extraordinary items
Interest - -
Profit / (Loss) before Depreciation 2,65,49,228 (21,04,667)
Depreciation 2,76,89,055 3,00,75,000
Profit / (Loss) before prior period and (11,39,827) (3,21,79,667)
Extraordinary items
Prior period and Extraordinary items 0 0
Net Profit / (Loss) before provision
for Taxation (11,39,827) (3,21,79,667)
Provision for Taxation
Net Profit (11,39,827) (3,21,79,667)
During the year, the company incurred cash profit of Rs 2,65,49,228
(previous year loss of Rs. 21,04,667). After providing for depreciation
amounting to Rs.2,76,89,055 (previous year Rs.3,00,75,000), the total
Loss for the year stood at Rs.11,39,827 (previous year Loss of
Rs.3,21,79,667).
FUTURE OUTLOOK
Your company is actively pursuing opportunities in the Solar Power
Generation field as well as in the Infrastructure sector. However we
could not penetrate into the solar power generation field so far due to
several reasons such as low and not feasible rates. Further due to the
then uncertain political scenario at the National level as well as the
State bifurcation issue in Andhra Pradesh, there was a lull in both the
fields. Your company is in the process of tying up Joint Ventures in
the infrastructure development field.
Your company is in the process of divesting its LPG assets so that it
would be able to mobilize the required capital for its new projects.
Your company is hopeful that it would be in a position to raise the
required capital in this financial year through the sale of the old LPG
assets at Kakinda which are not being utilised.
As you are aware, your company is already debt free and thus in a
better position to achieve its objectives once the above is
accomplished.
It is the earnest endeavor of your Directors to turn the company around
and make it profitable once again at the earliest.
3. Deployment of Funds : Rs.
Sources of Funds 31.03.2014 31.03.2013
Share Holders Funds 34,95,71,304 35,07,11,131
Non ÂCurrent Liabilities 3,07,25,467 3,08,44,576
Current Liabilities 1,47,33,031 6,17,68,050
Total 39,50,29,802 44,33,23,757
Application of Funds
Non-Current Assets 21,10,22,376 25,94,40,987
Long Term Loans & Advances 35,65,051 35,65,051
Other Non - Current Assets 10,97,51,995 9,12,33,827
Current Assets 7,06,90,380 8,90,83,892
Total 39,50,29,802 44,33,23,757
4. SUBSIDIARY COMPANY : No subsidiary company.
5. SALE OF ASSETS AT KAKINADA:
In terms of approval accorded by AGM at the meeting held on 26th
December 2006, for sale of assets at Kakinada, action was already
commenced during October 2013 for sale of assets by issuance of
necessary schedule of assets for disposal, particulars of land, etc. to
some of the interested parties. Negotiations are at different stages
and the Board expects that proposals will be finalised by March 2015."
6. DIVIDEND
As your Company still has accumulated losses, the Directors regret to
inform you that they are not in a position to recommend any Dividend
for the year ended 31.03.2014.
7. DEPOSITS
Your Company has not accepted any Deposits during the year.
8. DIRECTORS
Pursuant to the provisions of sections 149, 152 and other applicable
provisions, if any, of the Companies Act, 2013 (Act) and the Rules
framed thereunder, read with Schedule IV to the Act, as amended from
time to time, and Clause 49 of the Listing Agreement, every listed
public company is required to have at least one-third of the total
number of directors as independent directors, who are not liable to
retire by rotation.
The Board of Directors at their duly held meeting on 28th August 2014
recommended the appointment of Mr. B.K. Sinha and Mr. V. Subrahmanyam
as Independent Directors for a term of 5 years from September 24, 2014
up to September 23, 2019 at this Annual General Meeting.
During the year under review Mr. D.V. Rajasekhar has resigned from the
office of the Director of the Company with effect from 31st July 2013.
As per Section 149(1) of the Companies Act, 2013 and The Companies
(Appointment & Qualification of Director) Rules, 2014 which come into
force on 1st April 2014 every listed company, within one year from the
date the section came into force need to comply with the requirement of
having at least of one woman director on their Boards.
To comply with the above provisions of the Act Ms. Deekshita
Dontamsetti has been appointed as Additional Director (Non-Independent)
of the company by the Board in its meeting held on 31st July 2014,
subject to the approval of members in the general meeting.
Your Directors recommend the resolution for your approval.
9. AUDITORS
The Statutory Auditors M/s. Venugopal & Chenoy, Chartered Accountants,
appointed by the Members at their earlier Annual General Meeting retire
at the conclusion of this Meeting and they are eligible for
re-appointment. The Members are requested to appoint the Auditors and
fix their remuneration.
10. PERSONNEL
During the year none of the employees is in receipt of remuneration in
excess of the limits prescribed u/s. 217(2A) for the Companies Act,
1956, read with Companies (Particulars of Employee) Rules, 1975, as
amended from time to time.
11. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A "Management Discussion and Analysis Report" has been furnished
separately and the same forms part of this report.
12. CORPORATE GOVERNANCE
A brief report on Corporate Governance in compliance with clause 49 of
the Listing Agreement is annexed.
13. DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217
(2AA) OF THE COMPANIES ACT, 1956.
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, with respect to Directors responsibility Statement, it is
hereby confirmed:
(i) that in the preparation of the accounts for the financial year
ended 31st March, 2014 the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of your Company at the end of the financial year and of the
profit or loss of your Company for the year under review;
(iii) that 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
your Company and for preventing and detecting fraud and other
irregularities.
(iv) that the Directors have prepared the accounts for the financial
year ended 31st March, 2014 on a ''going concern'' basis.
14. ACKNOWLEDGEMENT
The Board wishes to place on record its deep sense of gratitude and
appreciation to all the Promoters and Shareholders for their whole
hearted support to your Company. The Board also wishes to acknowledge
the help and assistance rendered by the Banks, Dealers, Customers,
Suppliers, Collaborators, Consultants and Contractors. The Board wishes
to further record its gratitude to various Departments of the
Government of Andhra Pradesh and Government of India and other State
Governments for their support and encouragement given to your Company.
The Board records its appreciation for the contribution of all the team
members of your Company.
15. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
The prescribed details as required u/s. 217(1)(e) of the Companies Act,
1956 are annexed.
For and on behalf of the Board of Directors
Sd/-
D. V. MANOHAR
Chairman & Managing Director
Place : Hyderabad
Date : 28.08.2014
Mar 31, 2012
To The Shareholders of Shri Matre Power & Infrastructure Ltd.
1. INTRODUCTION
The Directors have pleasure in presenting their report together with
audited accounts for the financial year ended 31st March, 2012.
2. FINANCIAL PERFORMANCE
The Financial performance of the Company for the year 2011-12 is
indicated below :
Rs. 000 Omitted
Particulars 2011-12 2010-11
Gross Income 36409 51768
Less : Expenditure excluding
Interest, Depreciation & prior period and
Extraordinary items 7733 12328
Profit / (Loss) before Interest, Depreciation
& prior period and 28676 39440
Extraordinary items Interest
Profit / (Loss) before Depreciation 28676 39440
Depreciation 30085 30093
Profit / (Loss) before prior period and
Extraordinary items -1409 9347
Net Profit / (Loss) before provision
for Taxation -1409 9347
Net Profit / (Loss) -1409 9347
During the year, the company incurred cash profit of Rs. 28,676
thousands, (previous year Profit of Rs. 39,440 thousands). After
providing for depreciation amounting to Rs. 30,085 thousands (previous
year Rs. 30,093 thousands), the total loss for the year stood at Rs. 1409
thousands (previous year profit of Rs. 9347 thousands).
Future Outlook :
As you are aware, your Company decided to diversify into solar power
generation to begin with under the name Shri Matre Power &
Infrastructure Ltd. Despite putting best efforts to revive its LPG
Business your company could not achieve much progress. This is
primarily due to the fact that the Government could not do much to
withdraw the subsidy on LPG as committed by it.
Your company acquired requisite land in Ramdevara Village near Pokhran,
Jodhpur, Rajasthan to set up its solar project. Though your Company did
not succeed in the tender bid process floated by NTPC Vidyut Vyapar
Nigam Ltd (NWN), it is pursuing every opportunity to enter into the
solar power generation field. Your Company is geared to participate in
the tender floated by Rajasthan Renewable Energy Corporation Ltd
(RRECL). It would submit its bid for 10MW Solar Power Project to secure
a long term Power Purchase Agreement (PPA) to set up a solar power
plant & sell electricity to the Rajasthan State Discoms, through RFS
issued by RRECL. Your company tied-up with Sun Power Solar of USA for
this project and would be bidding for this project along with them.
However we have to wait for sometime as RRECL's tender stands
postponed.
Apart from participating in the above tenders, your company is also
working on alternate avenue wherein it would have a tie-up for 25 year
PPA under open Access Mechanism with an Obligated Entity to meet their
Solar Purchase Obligations. Your company also is pursuing the option of
selling power directly to Discoms and earn its profits through sale of
Renewable Energy Certificates. Presently this approach is more
profitable in view of the attractive prices of RECs.
Simultaneously, your Company is also working on mobilizing requisite
funds to meet cost of the proposed Power Project. With your company
wiping out its accumulated losses and starting off now with a clean
slate, we are in a better position to achieve our objectives. As
esteemed share holders are aware, your company is already Debt Free.
It is the earnest endeavor of your Directors to turn the company around
at the earliest and make it profitable once again. Your Directors are
putting in all out efforts and are leaving no stone unturned to achieve
the same. Your Directors are optimistic that your company would succeed
in the Solar Power field soon.
3. DEPLOYMENT OF FUNDS :
Rs. 000 Omitted
31.03.2012 31.03.2011
Sources of Funds
Share Holders Funds 382,891 384,300
Non-Current Liabilities 31,180 56,424
Current Liabilities 40,744 46,372
Total 454,815 487,096
Application of Funds
Non-Current Assets 279,206 309,343
Long Term Loans and Advances 3,536 3,536
Other Non-Current Assets 90,745 89,957
Current Liabilities 81,268 842,590
Total 454,815 487,096
4. SUBSIDIARY COMPANY
Financial Results of your fully owned subsidiary Company viz. Asia LPG
Pvt. Ltd. (ALPL) have been appended herewith.
5. DIVIDEND
As your Company still has accumulated losses, the Directors regret to
inform you that they are not in a position to recommend any Dividend
for the year ended 31.03.2012.
6. DEPOSITS
Your Company has not accepted any Deposits during the year.
7. DIRECTORS
In term of Articles of Association of the Company, Mr. B.K. Bakhshi,
Dr. Bharat H Barai and Mr.R.Prabhakar Rao, Directors retire by rotation
at the ensuing Annual General Meeting and offered themselves for
re-appointment.
8. AUDITORS
The Statutory Auditors M/s.Venugopal & Chenoy, Chartered Accountants,
appointed by the Members at their earlier Annual General Meeting retire
at the conclusion of this Meeting and they are eligible for
re-appointment. The Members are requested to appoint the Auditors and
fix their remuneration.
9. PERSONNEL
During the year, none of the employees is in receipt of remuneration in
excess ot the limits prescribed u/s. 217(2A) of the Companies Act,
1956, read with Companies (Particulars of Employee) Rules, 1975, as
amended from time to time.
10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A "Management Discussion and Analysis Report" has been furnished
separately and the same forms part of this report.
11. CORPORATE GOVERNANCE
A brief report on Corporate Governance in compliance with clause 49 of
the Listing Agreement is annexed.
12. DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217
(2AA) OF THE COMPANIES ACT, 1956.
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, with respect to Directors responsibility Statement, it is
hereby confirmed :
(i) that in the preparation of the accounts for the financial year
ended 31st March, 2012, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of your Company at the end of the financial year and ot the
profit or loss of your Company for the year under review;
(iii) that 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
your Company and for preventing and detecting fraud and other
irregularities.
(iv) that the Directors have prepared the accounts for the financial
year ended 31st March, 2012 on a 'going concern basis.
13. ACKNOWLEDGEMENT
The Board wishes to place on record its deep sense of gratitude and
appreciation to all the Promoters and Shareholders for their whole
hearted support to your Company. The Board also wishes to acknowledge
the help and assistance rendered by the Banks, Dealers, Customers,
Suppliers, Collaborators, Consultants and Contractors. The Board wishes
to further record its gratitude to various Departments of the
Government of Andhra Pradesh and Government of India and other State
Governments for their support and encouragement given to yout Company.
The Board records its appreciation for the contribution of all the team
members of your Company.
14. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN
EXCHANGE
The prescribed details as required u/s. 217(l)(e) of the Companies Act,
1956 are annexed.
For and on behalf of the Board of Directors
Sd/-
D. V. MANOHAR
Chairman & Managing Director
Place : Hyderabad
Date : 04.09.2012
Mar 31, 2010
1. INTRODUCTION
Your Directors have pleasure in presenting their report together with
audited accounts for the financial year ended 31st March, 2010.
2. FINANCIAL PERFORMANCE
The Financial performance of the Company for the year 2009-10 is
indicated below:
( Rs. 000 Omitted)
Particulars 2009-10 2008-09
Gross Income 81,388 19,042
Less : Expenditure excluding Interest,
Depreciation & prior period and
Extraordinary items 29,704 20,548
Profit / (Loss) before Interest,
Depreciation
& prior period and Extraordinary items 51,684 (1,506)
Interest 721 7,500
Profit / (Loss) before Depreciation 50,963 (9,006)
Depreciation 30,122 30,284
Profit / (Loss) before prior period
and Extraordinary items 20,841 (39,259)
Net Profit / (Loss) before provision
for Taxation 20,841 (39,259)
Net Profit / (Loss) 20,841 (39,289)
During the year, the company incurred cash profit of Rs. 50,963
thousands, (previous year Loss of Rs. 9,006 thousands). After providing
for depreciation amounting to Rs. 30,122 thousands (previous year Rs.
30,284 thousands), the total profit for the year stood at Rs. 20,841
thousands (previous year loss of Rs. 39,289 thousands).
Change in the Name and Objects of the Company :
As members are aware, during the year the Company has changed its Main
Objects so as to include business relating to Power and Infrastructure
and also the name from Shri Shakti LPG Limited to Shri Matre Power &
Infrastructure Limited by passing through Postal Ballot as required
under section 192A of the Companies Act, 1956.
Proposed Reduction of Share Capital
The Board of Directors at its meeting held on 6th September 2010
opinioned to write off the accumulated losses unrepresented by its
assets through reduction in the Share Capital. Accordingly resolution
recommending the same was passed by the Board and placed before the
Share holders for their approval by way of Special Resolution which
forms part of the Notice of the ensuing Annual General Meeting.
Future Outlook :
As you are aware, the Company had been badly let down by the Government
of India who did not honour its commitments given to the Private Sector
LPG Industry. Despite the best efforts being put in by all the team
members, the company is not able to make much progress in reviving its
LPG Business. It is primarily due to the fact that the Government could
still not do much to withdraw the subsidy on LPG as committed by it.
Over the years, the subsidy has further ballooned thereby substantially
enlarging the gap between government subsidized gas and the private
sector non subsidized gas.
Thus your company is not able to achieve any significant improvement in
its revenues and come up with profitability. This is despite the fact
that the company has achieved a debt free status consequent to One Time
Settlements with the banks, financial institutions and others wherein
their dues have been cleared with Herculean efforts from the Directors.
As the future prospects in LPG business do not seem to be bright
enough, it is decided to diversify.
In India electricity is always in short supply. Despite the increase in
new power generation plants, the gap between demand and supply has not
reduced. The average per capita consumption of electricity in India is
about 700 kWh which is far below the World average of 2300 kWh. The
Indian government has set ambitious goals in the 11th plan for power
sector owing to which the power sector is poised for significant
expansion. In order to provide availability of over 1000 units of per
capita electricity by year 2012, it has been estimated that need-based
capacity addition of more than 100,000 MW would be required.
The Government of India has recently announced Jawaharlal Nehru
National Solar Mission (JNNSM) for promoting solar power projects in
various parts of the country. The objective of the JNNSM under the
brand ÃSolar Indiaà is to establish India as a global leader in solar
energy by creating the policy conditions for its diffusion across the
country as quickly as possible. The Mission has set a target of 20,000
MW and stipulates implementation and achievement of the target in 3
phases (first phase upto 2012-13, second phase from 2013-17 and third
phase from 2017-22) for various components including utility grid
connected solar power. Under this, it is proposed to harness the solar
energy abundantly available in India and use the same for power
generation to meet the ever growing demand for electricity across the
country.
The target of 1000 MW of solar power by 2013 and 20,000 MW by 2022
under the JNNSM can make an important contribution by augmenting the
generation targets of conventional power. Solar Power projects have
some advantages over conventional power projects such as
÷ Environmental Clearance is not required unlike Thermal, Hydro and
Biomass power projects.
÷ Solar Resource Assessment studies can be done quickly (unlike Wind
Power).
÷ Low Gestation for project planning and implementation; 1 year from
financial closure is possible.
The above opens very good opportunity for diversification into solar
power generation wherein the raw material is the solar radiation and
there is one single customer - the Government through its specified
agency viz., NTPC Vidyut Vyapar Nigam Ltd (NVVN) who would be buying
the entire production at a price which permits 16% ROI through a Power
Purchase Agreement (PPA) for 25 years.
Therefore it is decided to diversify into power generation and solar
power to begin with. This would be followed up with a foray into the
infrastructure arena. To enable your company to do the same, the Main
Objects and Other Objects of the Memorandum of Association of your
Company have been changed along with the change of name to Shri Matre
Power & Infrastructure Ltd after duly obtaining the shareholders
approval through the postal ballot process and securing the requisite
statutory approvals.
Your Company Shri Matre Power & Infrastructure Limited is participating
in the tender bid process floated by the above nodal agency NVVN. Your
company has already acquired 146 acres of land in Ramdevara Village
near Pokhran, Jodhpur District, Rajasthan where the solar radiation
levels are amongst the highest in the country. Further, requisite
water for a solar thermal project is also available on the land. Your
Company is in the process of tying up for advanced technology with
leading international technology providers. Your Directors are
optimistic that your Company would succeed in the above bid process and
implement and operate the solar power project profitably.
Our objective is to totally revive our company and put it on a firm
profitable track. We have come a considerable way in reaching the
present stage from the earlier stage wherein our accumulated losses as
well as our loan liabilities both were far in excess of Rs. 100 crores
each. From the depths of huge losses and liabilities, we have now
reached a stage wherein we are a virtually debt free company and with
the above measure viz., proposed reduction of share capital, we would
become a company with nil losses. Further your companyÃs suspension has
been revoked by the Bombay Stock Exchange w.e.f. 29th June, 2010 and
share is actively trading thereafter. But still there is a long way to
go and we should not shy away from taking the necessary bold steps to
realize our goals.The Directors would like to assure our esteemed share
holders that no stone shall be left unturned and no effort will be
spared to take your company forward and profitable.
3. DEPLOYMENT OF FUNDS :
( Rs. 000 Omitted)
31.03.2010 31.03.2009
Sources of Funds
Share Capital and Reserves 787,361 773,986
Un-secured Loans and Trade Deposits 113,465 215,125
Total 900,826 989,111
Application of Funds
Net Fixed Assets, Capital
Work-in-progress 339,404 404,512
Investments 10,250 10,250
Net Current Assets 138,764 115,601
Miscellaneous Expenditure to the
extent not written off 0 25,499
Profit and Loss A/C 412,408 433,249
Total 900,826 989,111
4. SUBSIDIARY COMPANY
Financial Results of your fully owned subsidiary Company viz. Asia LPG
Pvt. Ltd. (ALPL) have been appended herewith.
5. DIVIDEND
As your Company still has accumulated losses, the Directors regret to
inform you that they are not in a position to recommend any Dividend
for the year ended 31.03.2010.
6. DEPOSITS
Your Company has not accepted any Deposits during the year.
7. DIRECTORS
In term of Articles of Association of the Company, Mr. B.K. Bakhshi,
Dr. Bharat H. Barai and Dr. Gorantla Govindaiah, Directors retire by
rotation at the ensuing Annual General Meeting and offered themselves
for re-appointment. Your Directors recommend their re-appointment.
8. AUDITORS
The Statutory Auditors M/s. Venugopal & Chenoy, Chartered Accountants,
appointed by the Members at their earlier Annual General Meeting retire
at the conclusion of this Meeting and they are eligible for
re-appointment. The Members are requested to appoint the Auditors and
to fix their remuneration.
9. PERSONNEL
During the year, none of the employees is in receipt of remuneration in
excess of the limits prescribed u/s. 217(2A) for the Companies Act,
1956, read with Companies (Particulars of Employee) Rules, 1975, as
amended from time to time.
10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
A ÃManagement Discussion and Analysis Reportà has been furnished
separately and the same forms part of this report..
11. CORPORATE GOVERNANCE
A brief report on Corporate Governance in compliance with clause 49 of
the Listing Agreement is annexed.
12. DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217
(2AA) OF THE COMPANIES ACT, 1956.
Pursuant to the requirement under section 217 (2AA) of the Companies
Act, 1956, with respect to Directors responsibility Statement, it is
hereby confirmed :
(i) that in the preparation of the accounts for the financial year
ended 31st March, 2010, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
(ii) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of your Company at the end of the financial year and of the
profit or loss of your Company for the year under review;
(iii) that 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
your Company and for preventing and detecting fraud and other
irregularities.
(iv) that the Directors have prepared the accounts for the financial
year ended 31st March, 2010 on a Ãgoing concernà basis.
13. ACKNOWLEDGEMENT
The Board wishes to place on record its deep sense of gratitude and
appreciation to all the Promoters and Shareholders for their whole
hearted support to your Company. The Board also wishes to acknowledge
the help and assistance rendered by the Banks, Dealers, Customers,
Suppliers, Collaborators, Consultants and Contractors. The Board wishes
to further record its gratitude to various Departments of the
Government of Andhra Pradesh and Government of India and other State
Governments for their support and encouragement given to your Company.
The Board records its appreciation for the contribution of all the team
members of your Company.
14. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN
EXCHANGE
The prescribed details as required u/s. 217(1)(e) of the Companies Act,
1956 are annexed.
For and on behalf of the Board of Directors
Sd/-
D. V. MANOHAR
Chairman & Managing Director
Place : Hyderabad
Date : 06.09.2010
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