Mar 31, 2023
The Directors of your Company with immense pleasure, presenting the 23rd Annual Report together with the Audited Financial Statements and the Auditors'' Report of your Company for the Financial Year ended on 31st March, 2023. The summarized financial performance for the year ended 31st March, 2023 is as follows:
Particulars |
Current Year (2022-23) |
Previous Year (2021-22) |
Net Sales / Income from operations |
43,334.78 |
61,510.69 |
Other Income |
679.67 |
209.76 |
Total Expenditure |
40,880.10 |
57,982.27 |
Finance costs |
59.52 |
107.37 |
Depreciation |
78.05 |
79.86 |
Profit before taxation |
3,134.35 |
3,738.18 |
Net Profit/Loss(Total comprehensive income) |
2,319.90 |
3,353.17 |
EPS |
21.94 |
31.72 |
During the current Financial Year, the Company has achieved a turnover of Rs. 43,334.78 Lacs as against the turnover of Rs 61,510.69 Lacs in the previous year. The Net Profit of the company is Rs. 2,319.90 Lacs in the current year as against the profit of Rs. 3,353.17 Lacs in the previous year.
Your Directors has not recommended any dividend for the financial year 2022-23
Details stated in the financial part of the Annual Report.
During the Financial Year under review, there was no change in the business of the Company or in business carried by the Company.
The Company has not accepted any Fixed Deposits during the year under review.
During the year under review, the Company has made following key developments:
Tiger Logistics (India) Ltd., a leading third-party logistics company with expertise in international cargo and project logistics, has launched its digital product âFreightJarâ.
FreightJar is a digital logistics platformwhich aims to streamline freight booking and management in international logistics. The platform''s intuitive interface and comprehensive features have been designed to enhance operational efficiency, enabling exporters and importers to manage their shipping requirements more efficiently.
FreightJar enables users to access real-time freight rates, book freight instantly, automate documentation, and track shipments for improved accessibility, visibility, and transparency in their supply chains. Furthermore, FreightJar offers Cargo Value Financing solutions to exporters, providing them with the ability to manage cash flow and apply for collateral-free financing options.
FreightJar represents a significant leap forward in the digitization of logistics operations, enabling businesses to streamline their freight booking and management processes, and providing access to supply chain financing options to support business growth.
Stock Exchange & Listing Fees
The Company''s Equity Shares at present are listed at BSE Ltd., Mumbai. It may be noted that there are no payments outstanding to the Stock Exchange by way of listing fees, etc.
BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL
As of 31st March, 2023, the Board of Directors of the Company comprises two executive, one nonexecutive non-independent woman director and four non- executive Independent directors in accordance with the terms of the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013. During the year, Mr. Sanjay Chopra and Mr. Rajesh Kumar Gupta has been appointed as Independent Director of the Company w.e.f. 1st April, 2022 and 5th December, 2022 respectively and Mr. Ayush Periwal has resigned w.e.f 5th December, 2022.
Independent Directors have submitted a declaration that each of them meets the criteria of independence as provided in Section 149(6) of the Act and there has been no change in the circumstances which may affect their status as independent director during the year.
In accordance with the provisions of Section 152 of the Act, read with rules made thereunder and Articles of Association of the Company, Mrs. Benu Malhotra (DIN-00272443) is liable to retire by rotation at the ensuing AGM and being eligible offers herself for reappointment.
Audit Committee
The details pertaining to the Composition of
Audit Committee is included in the Corporate Governance report, which forms part of this Report.
The details pertaining to the composition of Nomination and Remuneration Committee is included in the Corporate Governance Report, which forms part of this report.
The details pertaining to the composition of Stakeholder Relationship Committee is included in the Corporate Governance Report, which forms part of this report.
The details pertaining to the composition of Corporate Social Responsibility Committee is included in the Annexure II of Director''s Report, which forms part of this report.
The Management Discussion and Analysis Report for the year under review, as stipulated under the SEBI Listing Regulations, is presented in a section forming part of this Annual Report.
Internal Auditors
M/s Amit & Nitin, Chartered Accountants, are the Internal Auditors of the Company and they have submitted the Internal Auditors Report as per the requirement of the Act. M/s Amit & Nitin, Chartered Accountants were already appointed for the purpose of Internal Audit for the Financial Year 2022-23 & 2023-24.
The Company''s Policy on Directors'' appointment and remuneration and other matters (Remuneration Policy) provided in Section 178(3)
of the Act is available on the website of the Company at www.tigerlogistics.in.
We affirm that the remuneration paid to the Directors is as per the terms laid out in the said Remuneration Policy.
Your Company has taken appropriate insurance for all assets against foreseeable perils.
At the 22nd Annual General Meeting of the Company, the Members approved the appointment of M/s Garg Agrawal & Agrawal, Chartered Accountants (Firm Registration No. 016137N) as the Statutory Auditors of the Company, to hold office for a period of 5 (five) years from the conclusion of this 22nd Annual General Meeting of the Company till the conclusion of the 27th Annual General Meeting of the Company, in terms of the applicable provisions of Section 139(1) of the Act read with the Companies (Audit and Auditors) Rules, 2014.
Independent Auditor''s Report for the financial year 2022-2023 is submitted by Garg Agrawal & Agrawal, Chartered Accountants. The Notes to the financial statements referred in the Auditor''s Report are self-explanatory. The Auditor''s Report is enclosed with the financial statements forming part of this Annual Report.
Pursuant to the provisions of Section 204 of the Act, and the rules made thereunder, the Company has appointed M/s AMJ & Associates, Company Secretaries to undertake the Secretarial Audit of the Company. Secretarial Audit Reports for FY 2022-23 of the Company is annexed, which forms part of this report as Annexure-V. There are no qualifications, reservation or adverse remarks given by Secretarial Auditors of the Company.
Secretarial Auditors
Mr. Manoj Kumar Jain of M/s AMJ & Associates, Practicing Company Secretaries, is the Secretarial Auditor of the Company and they have submitted the Secretarial Audit Report (in Annexure-V) as per the requirement of the Act. M/s AMJ & Associates were already appointed for the purpose of conducting Secretarial Audit for the financial year 2022-23 & 2023-24.
Auditor Report & Secretarial Audit Report
The observations of the auditors made in their report are self-explanatory and therefore, in the opinion of your Directors, do not call for further comments, which forms a part of this annual report.
Independent Directorsâ Declaration
The Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the provisions of Section 149 of the Companies Act, 2013 and
the Board is also of the opinion that the Independent Directors fulfil all the conditions specified in the Companies Act, 2013 making them eligible to act as Independent Directors.
Particulars Of Employees
There is no employee during the year under review, whose particulars are required to be given pursuant to Section 197 of the Companies Act, 2013 read with the Rule 5 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other applicable section, if any Except Mr. Harpreet Singh Malhotra, Managing Director of the Company who draw a salary of Rs. 1.08 Cr. for the year ended 2022-23. Mr. Harpreet Singh Malhotra (aged 50) is having experience of more than 23 years and associated with our company as a promoter from the year 2000.
In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to all shareholders of the Company, excluding the aforesaid information. Any shareholders interested in obtaining such particulars may write to the Company Secretary at csvishal@ tigerlogistics.in before the seven days of Annual General Meeting.
Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the code of conduct for prohibition of insider trading, as approved by the Company. The Company has also adopted the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information. The Board has appointed Mr. Vishal Saurav Gupta, Company Secretary as the Compliance Officer under the Code.
In compliance with the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the performance evaluation of the Board was carried out during the year under review. Kindly refer the point mentioned in the report of corporate governance, which forms an integral part of this annual report.
The Company has in place adequate systems of Internal Control to ensure compliance with policies and procedures. The Company has a system of carrying out internal audit, covering all business processes to review the internal control systems. The internal control system and mechanism is reviewed periodically by the Audit Committee to make it robust so as to meet the challenges of the business.
The Company has no subsidiary company.
The Company has a vigil mechanism in place named as Whistle Blower Policy to report concerns to the management about unethical behaviour, actual or suspected fraud or violation of the Codes of conduct. The details of the Whistle Blower Policy are explained in the Corporate Governance Report and also posted on the website of the Company i.e. www.tigerlogistics.in.
Pursuant to Section 134(3)(a) of the Act, the draft annual return as on 31st March 2022, prepared in accordance with Section 92(3) of the Act, is made available on the website of the Company and can be assessed using the link www.tigerlogistics.in
The Directors state that applicable Secretarial Standards have been followed during the financial year 2022-23.
During the year under review, M/s Informerics Valuation and Rating Private Limited vide its letter dated August 5th, 2022 has assigned the ratings to your Company for Long term & short term Bank Facilities is (IVR BBB with Stable outlook) & (IVR A2) however currently (as on the drafting time of this annual report) M/s Informerics Valuation and Rating Private Limited is in the process of assigning new rating on the basis of financial results for the year ended 31st March, 2023. Your management will give separate disclosure to disclose the ratings.
None of the transactions with the related parties
falls under the scope of section 188 (1) of the Act. All contracts/ arrangements/ transaction entered by the Company during the financial year with related parties in the ordinary course of business and on arm''s length price basis. During the year, the Company has not entered into any contracts/ arrangements/ transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
Information on transactions with related parties pursuant to section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and the same forms part of this report.
The Board of Directors has put in place a Risk Management policy for the Company, which includes industry risks, quality risks, project risks and financial/ interest rate / liquidity risks and the structure, infrastructure, processes, awareness and risk assessment / minimization procedures. The elements of the risk, which in severe form can threaten Company''s existence, have been identified by the Board of Directors to mitigate the same.
The total number head count as on 31st March 2023 was 172 as against 157 as on 31st March 2022.
Board Meetings
During the Financial Year 2022-23, seven board meetings were convened and held, rest of the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period stipulated under the Companies Act, 2013.
Directors Responsibility Statement
In terms of Section 134 (3) (C) read with Section
134 (5) of the Companies Act, 2013 the Directors hereby confirm that:
a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;
b) that the accounting policies selected and applied are consistent and the judgments and estimates made 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 financial year and of the profit and loss of the Company for that period;
c) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and
d) that the Annual Accounts for the year ended 31st March, 2023 have been prepared on a going concern basis.
e) that 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.
f) that the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
Conservation Of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have furnished considering the nature of activities undertaken by the company during the year under review (Report âAnnexure Iâ is annexed herewith).
As per Listing Regulations and Agreement with the Stock Exchanges, a detailed report on corporate governance practices followed by the Company together with the certificate from the Practicing Company Secretary confirming compliance, forms part of this report.
The Brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiative undertaken by the company on CSR activities during the year are set out in the Annexure II of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.
Your Company is committed to creating and maintaining an atmosphere in which employees can work together without fear of sexual harassment, exploitation, or intimidation. As required under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (Act), your Company has an Internal Complaints Committee. No complaints were received by the committee during the year under review. Since the number of complaints filed during the year was NIL, the Committee prepared a NIL complaints report.
The particulars of loans, guarantees and investments have been disclosed in the financial statements. Which forms an integral Part of this annual report.
These material changes and commitments which affects the financial position of the Company occurred between the end of financial year of the Company and date of this report are given below:
⢠Tiger Logistics (India) Ltd., a leading third-party logistics company with expertise in international cargo and project logistics, has launched its digital product âFreightJarâ. FreightJar is a digital logistics platform which aims to streamline freight booking and management in international logistics. The platform''s intuitive interface and comprehensive features have been designed to enhance operational efficiency, enabling exporters and importers to manage their shipping requirements more efficiently.
⢠M/s Informerics Valuation and Rating Private Limited is in the process of assigning a new rating on the basis of financial results for the year ended 31st March, 2023. Your management will give separate disclosure to disclose the ratings.
⢠Mr. Naman Nanda has ceased to be to be the director of the company under section 167(1)(b) of Companies Act, 2013, requisite documents and forms has been filed by the company.
⢠Tiger Logistics (India) Limited has been granted a Certificate of Accreditation from the International Air Transport Association (IATA). This accreditation signifies that our
company has met the professional standards set by IATA, enabling us to promote, sell, and handle international air cargo transportation. ⢠Tiger Logistics (India) Limited has received a follow up favorable order from CESTAT setting aside the demand raised on Mark Up of ocean freight by service tax department which was declared by us on exchange as well as contingent liability.
Your Company has received a follow up favourable order from CESTAT, in view of the demand raised on Mark Up of ocean freight by service tax department which was declared by us on exchange as well as contingent liability. We are pleased to inform you that CESTAT vide order no. 50868-50870/2023 has set aside the demand against the same.
Mr. Harpreet Singh Malhotra, the Chairman and Managing Director of Tiger Logistics (India) Limited, was bestowed with the esteemed Business Leader of the Year Award at the Northern India Multimodal Logistics Awards ceremony held on March 24th, 2023. The event was hosted at The Lalit in New Delhi, coinciding with Conquest 2023.
The Annexures referred to in this Report and other information which are required to be disclosed are annexed herewith and form a part of this Report: |
|
Annexure |
Particulars |
I |
Particulars of Conservation of Energy, Technology Absorption and Foreign and Outgo |
II Report on Corporate Social Responsibility |
|
III |
AOC-2 |
IV |
Certification by CEO/ MD & CFO |
V |
Secretarial Audit Report |
VI |
Certificate On compliance with the conditions of Corporate Governance |
VII |
Certificate of Non-Disqualification of Directors |
Your directors wish to place on record their sincere appreciation for the continued support and cooperation extended to the Company by its bankers, customers, vendors, suppliers, dealers, investors, business associates, all the stakeholders, shareholders, debenture holders and various departments of the State and the Central Government.
Mar 31, 2018
Dear Shareholders,
The Directors of your Company with immense pleasure, presenting the 18th Annual Report together with the Audited Standalone and Consolidated Financial Statements and the Auditorsâ Report of your Company for the Financial Year ended on 31st March, 2018. The summarized financial performance for the year ended 31st March, 2018 is as follows:
FINANCIAL PERFORMANCE
(Rs. In Lacs)
Standalone |
Consolidated |
|||
Particulars |
Current Year (2017-18) |
Previous Year (2016-17) |
Current Year (2017-18) |
Previous Year (2016-17) |
Net Sales / Income from operations |
32,423.72 |
29,805.10 |
32,423.72 |
29,828.36 |
Other Income |
60.41 |
21.44 |
60.41 |
21.44 |
Total Expenditure |
30,742.81 |
28,229.01 |
30,744.45 |
28,249.58 |
Interest |
156.28 |
53.50 |
156.28 |
53.50 |
Depreciation |
58.09 |
53.89 |
58.09 |
53.89 |
Profit before taxation |
1,741.32 |
1,597.53 |
1,739.68 |
1,600.22 |
Net Profit |
1,139.00 |
1,028.93 |
1,137.35 |
1,031.62 |
OPERATIONS
Your Company has seen an overall growth in turnover from its business during the year. During the current Financial Year, the Company has achieved a turnover of Rs. 32,423.72 Lacs as against the turnover of Rs 29,805.10 Lacs in the previous year. The net profit of the Company has also increased from last year. It is Rs. 1,139.00 Lacs in the current year as against Rs. 1,028.93 Lacs in the Previous Year.
DIVIDEND & BONUS
Your Directors has not recommended any dividend for the financial year 2017-18.
RESERVES
Details stated in the financial part of the Annual Report.
FIXED DEPOSITS
The Company has not accepted any Fixed Deposits during the year under review.
STOCK EXCHANGE & LISTING FEES
The Companyâs Equity Shares at present are listed at BSE Ltd., Mumbai. It may be noted that there are no payments outstanding to the Stock Exchange by way of listing fees, etc.
BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL
As on date, the Board of Directors of the Company comprises two executive and four non- executive directors out of which three are independent directors in accordance with the terms of the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013. They have submitted a declaration that each of them meets the criteria of independence as provided in Section 149(6) of the Act and there has been no change in the circumstances which may affect their status as independent director during the year.
In accordance with the provisions of the Companies Act, Mrs. Surjeet Kaur Malhotra is liable to retire by rotation and being eligible, seeks re-appointment at this ensuing Annual General Meeting.
AUDIT COMMITTEE
The details pertaining to the Composition of Audit Committee is included in the Corporate Governance report, which forms part of this Report.
NOMINATION AND REMUNERATION COMMITTEE
The Details Pertaining to the Composition of Nomination and Remuneration Committee is included in the corporate governance report, which forms part of this Report.
STAKEHOLDER RELATIONSHIP COMMITTEE
The Details Pertaining to the Composition of Stakeholder Relationship Committee is included in the corporate governance report, which forms part of this Report.
INTERNAL AUDITORS
M/s Amit & Nitin, Chartered Accountants, are the Internal Auditors of the Company and they have submitted the Internal Auditors Report as per the requirement of the Act. M/s Amit & Nitin, Chartered Accountants were appointed for the purpose of Internal Audit by the board resolution dated 14.08.2018 for the Financial Year 2018-19 & 2019-20.
SECRETARIAL AUDITORS
Mr. Manoj Kumar Jain of AMJ & Associates, Practicing Company Secretaries, is the Secretarial Auditor of the Company and they have submitted the Secretarial Auditor Report (in Annexure-V) as per the requirement of the Act. M/s AMJ & Associates appointed for the purpose of conducting Secretarial Audit by the resolution dated 14.08.2018 for the year 2018-19 & 2019-20.
AUDITOR REPORT & SECRETARIAL AUDIT REPORT
The observations of the auditors made in their report are self-explanatory and therefore, in the opinion of your Directors, do not call for further comments, which forms a part of this annual report.
INDEPENDENT DIRECTORS DECLARATION
The Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the provisions of Section 149 of the Companies Act, 2013 and the Board is also of the opinion that the Independent Directors fulfil all the conditions specified in the Companies Act, 2013 making them eligible to act as Independent Directors.
PARTICULARS OF EMPLOYEES
There is no employee during the year under review, whose particulars are required to be given pursuant to Section 197 of the Companies Act, 2013 read with the Rule 5 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other applicable section, if any Except Mr. Harpreet Singh Malhotra, Managing Director of the Company who draw a salary of Rs. 1.74 Cr. for the year ended 2017-18. Mr. Harpreet Singh Malhotra (aged 46) is having experience of more than 18 years and associated with our company as a promoter from the year 2000.
In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to all shareholders of the Company, excluding the aforesaid information. Any shareholders interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company before the seven days of Annual General Meeting.
INSIDER TRADING REGULATIONS
Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992, as amended from time to time, the code of conduct for prohibition of insider trading, as approved by the Company. The Company has also adopted the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information. The Board has appointed Mr. Vishal Saurav Gupta, Company Secretary as the Compliance Officer under the Code.
EVALUATION OF THE BOARDâS PERFORMANCE
In compliance with the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the performance evaluation of the Board was carried out during the year under review. Kindly refer the point mentioned in the report of corporate governance, which forms an integral part of this annual report.
INTERNAL CONTROL AND INTERNAL AUDIT
The Company has in place adequate systems of Internal Control to ensure compliance with policies and procedures. The Company has a system of carrying out internal audit, covering all business processes to review the internal control systems. The internal control system and mechanism is reviewed periodically by the Audit Committee to make it robust so as to meet the challenges of the business.
SUBSIDIARIES
The Company had made investment of 100% in the equity of Tiger Logistics Pte. Ltd (Singapore) in the Financial Year 2016-17, however the business operations of the company is yet to get commenced. A statement containing salient features of the financial statements of the Companyâs subsidiary in Form AOC-1 is attached as Annexure III.
VIGIL MECHANISM
The Company has a vigil mechanism in place named as Whistle Blower Policy to report concerns to the management about unethical behaviour, actual or suspected fraud or violation of the Codes of conduct. The details of the Whistle Blower Policy are explained in the Corporate Governance Report and also posted on the website of the Company.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith. The same forms part of this report. (Annexure-IV).
RELATED PARTY TRANSACTIONS
None of the transactions with the related parties falls under the scope of section 188 (1) of the Act. All contracts/ arrangements/ transaction entered by the Company during the financial year with related parties in the ordinary course of business and on armâs length price basis. During the year the Company has not entered into any contracts/ arrangements/ transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
Information on transactions with related parties pursuant to section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and the same forms part of this report.
RISK MANAGEMENT POLICY
The Board of Directors has put in place a Risk Management policy for the Company, which includes industry risks, quality risks, project risks and financial/ interest rate / liquidity risks and the structure, infrastructure, processes, awareness and risk assessment / minimization procedures. The elements of the risk, which in severe form can threaten Companyâs existence, have been identified by the Board of Directors to mitigate the same.
HEADCOUNT-HUMAN RESOURCE DEVELOPMENT.
The total number head count as on 31st March 2018 was 385 as against 350 as on 31st March 2017.
MEETINGS
During the Financial Year 2017-18 five board meetings were convened and held, rest of the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period stipulated under the Companies Act, 2013.
DIRECTORS RESPONSIBILITY STATEMENT
In terms of Section 134 (3) (C) read with Section 134 (5) of the Companies Act, 2013 the Directors hereby confirm that:
a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;
b) that the accounting policies selected and applied are consistent and the judgments and estimates made 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 financial year and of the profit and loss of the Company for that period;
c) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and
d) that the Annual Accounts for the year ended 31st March, 2018.
e) have been prepared on a going concern basis.
f) that 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.
g) that the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have furnished considering the nature of activities undertaken by the company during the year under review (Report âAnnexure Aâ is annexed herewith).
REPORT ON CORPORATE GOVERNANCE
As per Listing Regulations and Agreement with the Stock Exchanges, a detailed report on corporate governance practices followed by the Company together with the certificate from the Practicing Company Secretary confirming compliance, forms part of this report.
CORPORATE SOCIAL RESPONSIBILITY
The Brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiative undertaken by the company on CSR activities during the year are set out in the Annexure II of this report in the format prescribed in the companies (Corporate social Responsibility policy), Rules, 2014. For other details regarding the CSR Committee, please refer to Corporate Governance Report, which forms part of this report. The information on the Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 is given in the Corporate Governance Report, which forms an integral part of the annual report.
POLICY TO PREVENT SEXUAL HARASSMENT AT WORK PLACE
Your Company is committed to creating and maintaining an atmosphere in which employees can work together without fear of sexual harassment, exploitation or intimidation. As required under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (Act), your Company has constituted an Internal Complaints Committee. No complaints were received by the committee during the year under review. Since the number of complaints filed during the year was NIL, the Committee prepared a NIL complaints report.
PARTICULARS OF LOANS AND GURANTEES AND INVESTMENTS UNDER SECTION 186
The particulars of loans, guarantees and investments have been disclosed in the financial statements.
MATERIAL DISCLOSURES UNDER THECOMPANIES ACT, 2013
Upon recommendation of Nomination and Remuneration Committee, Mr. Ayush Periwal has been appointed as Additional (Independent) Director of the Company with effect from 14 th August, 2018 by the Board of Directors of the Company in place of Mr. D.M. Mahajan, whose office got vacated due to his resignation. In terms of Section 161(1) of the Companies Act, 2013, said Director hold office as an âAdditional Directorâ upto the date of this Annual General Meeting. The Company has received a Notice in writing from a Member under Section 160 of the Companies Act, 2013, proposing Mr. Ayush Periwal candidature for the office of Director of the Company. Mr. Ayush Periwal is proposed to be appointed as an Independent Director of the Company for a period of 5 years from the date of their appointment.
Upon recommendation of Nomination and Remuneration Committee, Mr. Naman Nanda has been appointed as Additional (Independent) Directors of the Company with effect from 14th August, 2018 by the Board of Directors of the Company in place of Mr. Sanjay Chopra, whose office got vacated due to his resignation. In terms of Section 161(1) of the Companies Act, 2013, said Director hold office as an âAdditional Directorsâ upto the date of this Annual General Meeting. The Company has received a Notice in writing from a Member under Section 160 of the Companies Act, 2013, proposing Mr. Naman Nanda candidature for the office of Director of the Company. Mr. Naman Nanda is proposed to be appointed as an Independent Director of the Company for a period of 5 years from the date of their appointment.
Further, Your Directorâs of the Company hereby inform you that the Registered Office of the company has changed from 804A-807, Skylark Building, 60, Nehru Place, New Delhi - 19 to D-174, Ground Floor, Okhla Industrial Area, Phase-1, New Delhi -110020 with effect from 10th April, 2018.
These are certain material changes and commitments which can affect the financial position of the Company occurred between the end of financial year of the Company and date of this report.
ANNEXURES FORMING A PART OF DIRECTORâS REPORT
The Annexures referred to in this Report and other information which are required to be disclosed are annexed herewith and form a part of this Report:
Annexure |
Particulars |
I |
Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange and Outgo |
II |
Report on Corporate Social Responsibility |
III |
FORM-AOC-1 |
IV |
MGT-9 |
V |
Secretarial Audit Report |
ACKNOWLEDGEMENT
The Board placed on record its appreciation for the valuable support and cooperation of the principals, distributors, dealers, customers who have shown their interest and confidence in our service. The Board also placed on record its appreciation for valuable support and co-operation of suppliers, shareholders, banks, management team and the entire work force for their commitment and look forward to their continued support in future.
By order of the Board
For Tiger Logistics (India) Limited
Sd/-
Harpreet Singh Malhotra
Place: New Delhi Chairman cum Managing Director
Date: 14.08.2018 DIN: 00147977
Address: D-174, Ground Floor, Okhla
Industrial Area, Phase-1, New Delhi -110020.
Mar 31, 2016
DIRECTORâS REPORT
Dear Shareholders,
The Directors of your Company with immense pleasure, presenting 16th Annual Report together with the Audited Statements of Accounts and the Auditorsâ Report of your Company for the Financial Year ended on 31st March, 206. The summarized financial performance for the year ended 31 March, 206 is as follows:
FINANCIAL PERFORMANCE
(Rs. In Lacs)
Particulars |
Current Year |
Previous Year |
Net Sales / Income from operation |
25,344.54 |
24,58 240 |
Other Income |
66.11 |
6H6 |
Total Expenditure |
24,189.99 |
23,665.30 |
Interest |
32.37 |
3.94 |
Depreciation |
74.46 |
02.47 |
Profit before tax at: |
1220.66 |
844.37 |
Net Prof |
729.53 |
578.10 |
OPERATIONS
Your Company has seen an overall growth in turnover from its business during the year. During the current Financial Year the Company has achieved a turnover of Rs. 25,344.54 Lacs as against the turnover of Rs 24,582.40 Lacs in the previous year. The net profit of the Company has also increased from last year. It is Rs. 729.53 Lacs in the current year as against Rs. 578.10 Lacs in the Previous Year.
DIVIDEND & BONUS
Your Directors has not recommended any dividend for the year under review. However During the year bonus shares has been allotted in the proportion of 3 (Three) Bonus Equity Shares of Rs.10 (Rupees Ten) each for every 2 (Two) fully paid up Equity Share of Rs.10 (Rupees Ten) each.
RESERVES
Details stated in the financial part of the Annual Report.
FIXED DEPOSITS
The Company has not accepted any Fixed Deposits during the year under review.
STOCK EXCHANGE & LISTING FEES
The Companyâs Equity Shares at present are listed at BSE Ltd., Mumbai 10th (Februarys, 2006 it was migrated from SME Platform to Main Board of BSE Ltd). It may be noted that there are no payments outstanding to the Stock Exchange by way of listing fees, etc.
BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL
As on date, the Board of Directors of the Company comprises two executive and four non executive directors out of which three are independent directors in accordance with the terms of the Listing Regulations and the Companies Act, 20B.They have submitted a declaration that each of them meets the criteria of independence as provided in Section 49(6) of the Act and there has been no change in the circumstances which may affect their status as independent director during the year.
In accordance with the provisions of the Companies Act, Mrs. Surjeet Kaur Malhotra is liable to retire by rotation and being eligible seeks re-appointment at this ensuing Annual General Meeting.
STATUTORY AUDITORS
M/s V.K. Sehgal & Associates, Firm Registration Number: 059N,Chartered Accountants, Statutory Auditors of the Company and having its office at 20} Harsh Bhawan 64-65, Nehru Place, New Delhi -100P. The Statutory Auditors of the Company who were appointed as the Statutory Auditors of the Company for 5 years up to 20th annual General Meeting to be held in the financial Year 2020. Your company seeks ratification of the appointment of Statutory Auditors at the ensuing Annual General Meeting. There are no qualifications or reservation or remarks made by the Auditors in their Report.
INTERNAL AUDITORS
M/s Amit & Nitin, Chartered Accountants, has been appointed in your company for the purpose of Internal Audit by the board resolution dated 22.08.2014 for the Financial Year 2015-16. Your board of directors has re-appointed M/s Amit & Nitin, Chartered Accountants as internal auditor for the Financial Year 2016-1 7 to 2018- 19.
SECRETARIAL AUDITORS
Mr. Manoj Kumar Jain of AMJ & Associates, Practicing Company Secretaries, has been appointed in your company for the purpose of conducting Secretarial Audit by the resolution dated 22.08.2014 for the year 205-6 Your board of directors has re-appointed Mr. Manoj kumar Jain, Amj & Associates, Practicing Company Secretary as secretarial auditor for the Financial Year 2016-17 to 2019-19.
AUDITOR REPORT & SECRETARIAL AUDIT REPORT
The observations of the auditors made in their report are self-explanatory and therefore, in the opinion of your Directors, do not call for further comments, which forms a part of this annual report.
PARTICULARS OF EMPLOYEES
There are no employee during the year under review, whose particulars are required to be given pursuant to Section 197 of the Companies Act, 2013 read with the Rule 5 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 204 Except Mr. Harpreet Singh Malhotra, Managing Director of the Company who draw a salary of Rs. 84.00 Lacs for the year ended 2015-16 Mr. Harpreet Singh Malhotra (aged 44) is having experience of more than 6 years and associated with our company as a promoter from the year 2000.
In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to all shareholders of the Company, excluding the aforesaid information. Any shareholders interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company before the seven days of Annual General Meeting.
INSIDER TRADING REGULATIONS
Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992, as amended from time to time, the code of conduct for prohibition of insider trading, as approved by the Company. The Company has also adopted the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information. The Board has appointed Mr. Vishal Saurav Gupta, Company Secretary as the Compliance Officer under the Code.
BOARD EVALUATION
Kindly refer the point mentioned in the report of corporate governance, which forms an integral part of this annual report.
INTERNAL CONTROL AND INTERNAL AUDIT
The Company has in place adequate systems of Internal Control to ensure compliance with policies and procedures. The Company has a system of carrying out internal audit, covering all business processes to review the internal control systems. The internal control system and mechanism is reviewed periodically by the Audit Committee to make it robust so as to meet the challenges of the business.
VIGIL MECHANISM
The Company has a vigil mechanism in place named as Whistle Blower Policy to report concerns to the management about unethical behavior, actual or suspected fraud or violation of the Codes of conduct. The details of the Whistle Blower Policy is explained in the Corporate Governance Report and also posted on the website of the Company.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith. The same forms part of this report.
RELATED PARTY TRANSACTIONS
None of the transactions with the related parties falls under the scope of section 188 (1) of the Act. All contracts/ arrangements/ transaction entered by the Company during the financial year with related parties in the ordinary course of business and on arms length price basis. During the year the Company has not entered into any contracts/ arrangements/ transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
Information on transactions with related parties pursuant to section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and the same forms part of this report.
RISK MANAGEMENT POLICY
The Board of Directors has put in place a Risk Management policy for the Company, which includes industry risks, quality risks, project risks and financial/ interest rate / liquidity risks and the structure, infrastructure, processes, awareness and risk assessment / minimization procedures. The elements of the risk, which in severe form can threaten Companyâs existence, have been identified by the Board of Directors to mitigate the same.
HEADCOUNT-HUMAN RESOURCE DEVELOPMENT.
The total number head count as on 31st March 2006 was 267 as against 180 as on 31st March 2015.
MEETINGS
During the Financial Year 2015-16 five board meetings were convened and held, rest of the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period stipulated under the Companies Act, 2013.
DIRECTORS RESPONSIBILITY STATEMENT
In terms of Section 134 (3) (C) read with Section 134 (5) of the Companies Act, 2013 the Directors hereby confirm that:
a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;
b) that the accounting policies selected and applied are consistent and the judgments and estimates made 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 financial year and of the profit and loss of the Company for that period;
c) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and
d) that the Annual Accounts for the year ended 31st March, 2015 have been prepared on a going concern basis.
e) that 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.
f) that the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as required under the provisions of Section 34(3)(m) of the Companies Act, 2013 read with Rule 8 Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have furnished considering the nature of activities undertaken by the company during the year under review (Report Annexure Aââ is annexed herewith).
REPORT ON CORPORATE GOVERNANCE
As per Listing Regulations and Agreement with the Stock Exchanges, a detailed report on corporate governance practices followed by the Company together with the certificate from the Practicing Company Secretary confirming compliance, forms part of this report.
CORPORATE SOCIAL RESPONSIBILITY
Your directors are able to find proper avenues to make the expenditure under the head corporate social responsibility. However we have deputed a team along with its committee as mandated by law to find proper avenues where your company will make the expenditure from the financial year 2016-17.The information on the Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 is given in the Corporate Governance Report, which forms an integral part of the annual report.
POLICY TO PREVENT SEXUAL HARASSMENT AT WORK PLACE
Your Company is committed to creating and maintaining an atmosphere in which employees can work together without fear of sexual harassment, exploitation or intimidation. As required under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (Act), your Company has constituted an Internal Complaints Committee. No complaints were received by the committee during the year under review. Since the number of complaints filed during the year was NIL, the Committee prepared a NIL complaints report.
MATERIAL DISCLOSURES UNDER THECOMPANIES ACT, 2013
Except opening of wholly owned subsidiary with the name of Tiger Logistics Pte. Limited in Singapore on 5th June, 2016 and as disclosed elsewhere in the report, there have been no material changes and commitments which can affect the financial position of the Company occurred between the end of financial year of the Company and date of this report.
ACKNOWLEDGEMENT
The Board placed on record its appreciation for the valuable support and cooperation of the principals, distributors, dealers, customers who have shown their interest and confidence in our service. The Board also placed on record its appreciation for valuable support and co-operation of suppliers, shareholders, banks, management team and the entire work force for their commitment and look forward to their continued support in future.
By order of the Board
For Tiger Logistics (IndLimited
Sd/-
Harpreet Singh Malhotra
Chairman cum Managing Director
DIN:00147977
Address: 804A-807, Skylark
Building, 60, Nehru Place, New
Delhi - 19.
Place: N ew Delhi
Date: D.08.206
Mar 31, 2014
Dear Members,
The Directors of your Company have pleasure in presenting the 14th
Annual Report together with the Audited Statements of Accounts and the
Auditors'' Report of your Company for the Financial Year ended on 31st
March, 2014. The summarized financial performance for the year ended
31st March, 2014 is as follows:
FINANCIAL PERFORMANCE (Rs. in Lacs)
Particulars Current Year Previous Year
NetSales/Incomefrom operations 14,748.06 12,214.61
Other Income 66.66 59.30
TotalExpenditure 14,213.57 117,84.38
Gross Profit before Interest, 679.34 574.21
Depreciation and Taxation
Interest 0.66 07.03
Gross Profit after Interest but before 678.68 568.18
Depreciation and Taxation
Depreciation 77.52 77.75
Profit/(Loss)beforetaxation 601.16 489.52
Tax 209.17 150.27
Net Profit 391.99 339.25
OPERATIONS
Your Company has seen an overall growth in turnover from its business
during the year. During the Current Financial Year the Company has
achieved a turnover of Rs. 14,748.90 Lacs as against the turnover of
Rs. 12,214.61 Lacs in the previous year. The net profit of the Company
has also increased from last year. It is Rs. 391.99 Lacs in the current
year as against Rs. 339.25 Lacs in the Previous Year.
DIVIDEND
Your Directors have not recommended any dividend for the year under
review.
FIXED DEPOSITS
The Company has not accepted any Fixed Deposits during the year under
review.
STOCK EXCHANGE & LISTING FEES
The Company''s Equity Shares at present are listed at BSE(SME)
Limited, Mumbai. It may be noted that there are no payments outstanding
to the Stock Exchange by way oflisting fees, etc.
BOARD OF DIRECTORS
In accordance with the provisions of the Companies Act, Mrs. Benu
Malhotra and Mrs. Surjeet Kaur Malhotra are liable to retire by
rotation and are eligible for re-appointment at the ensuing Annual
General Meeting.
Recent notifications of Section 149 and other applicable provisions of
the Companies Act, 2013 and Clause 52 of the Listing Agreement
appointment oflndependent Director is required.
Your Directors appointed Mr. Sanjay Chopra, Mr. Praneet Kohli and Mr.
Devender Mohan Mahajan as Independent Directors for Five consecutive
years from 25th September, 2014to 24th September, 2019.
STATUTORY AUDITORS
M/s V.K. Sehgal Associates, Chartered Accountants, having its office at
201, Harsh Bhawan 64-65, Nehru Place, New Delhi - 110019, Email:
[email protected], [email protected], the Statutory Auditors of the
Company will retire at the ensuing Annual General meeting of the
Company. The Company has received a certificate from the statutory
auditors to the effect that their re-appointment, if made, would be
eligible under Section 141 of the Companies Act, 2013.
Your Directors recommends their re-appointment as Statutory Auditors of
the Company until the conclusion of next Annual General Meeting to be
held in the financial year 2015-16 subject to annual ratification by
members at every General Meeting.
AUDITORS'' REPORT
The observations of the auditors made in their report are
self-explanatory and therefore, in the opinion of your Directors, do
not call for further comments.
INTERNAL AUDITORS
M/s Amit & Nitin, Chartered Accountants, having its office at 219, LGF,
Vinobapuri, Lajpat Nagar - II New Delhi - 110024 has been appointed in
your company for the purpose of Internal Audit. The Company has
received a certificate from the Internal auditor to the effect that
their appointment.
SECRETARIAL AUDITORS
Mr. Manoj kumar Jain, Amj & Associates, practicing company secretary of
Delhi has been appointed in your company for the purpose of conducting
Secretarial Audit. The Company has received a certificate from the
Internal auditor to the effect that their appointment.
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 read with the Companies (Particulars of Employees) Rules,
1975 Except Mr. Harpreet Singh Malhotra, Managing Director of the
Company who drew a salary of Rs. 84.00 Lacs for the year ended
2013-14. Mr. Harpreet Singh Malhotra (aged 41) is having experience of
more than 13 years and associated with our company as promoter from the
year 2000.
In terms of section 217 (2AA) of the Companies Act, 1956 the Directors
hereby confirm that:
(i) In the preparation of Annual Accounts, applicable Accounting
Standards have been followed along with proper explanation related to
material departures;
(ii) The Directors have selected Accounting Policies and applied them
consistently and madejudgements 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 have 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) The Directors have prepared the annual accounts on a going concern
basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Information in accordance with Section 217 (l)(e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the report
of Board of Directors) Rules, 1988 is given in Annexure ''A'' forming
part of this report. The particulars as required under the provisions
of Section 217(1) (e) of the Companies Act, 1956 in respect of
conservation of energy and technology absorption have not been
furnished considering the nature of activities undertaken by the
company during the year under review.
REPORT ON CORPORATE GOVERNANCE
A report on Corporate Governance as stipulated in Clause 52 of the
Listing Agreement is given in Annexure ''B'' which forms a part of
the Director''s Report.
REPORT ON SECRETARIAL COMPLIANCE
A report on Secretarial Compliance as stipulated in section 383A of the
Companies Act, 1956 given in Annexure ''C'' which forms a part of the
Director''s Report.
DISCLOSURES UNDER SECTION 217QED1 OF THE COMPANIES ACT. 1956
Except as disclosed elsewhere in the report, there have been no
material changes and commitments which can affect the financial
position of the Company occurred between the end of financial year of
the Company and date of this report.
ACKNOWLEDGEMENT
The Board placed on record its appreciation for the valuable support
and cooperation of the principals, distributors, dealers, customers who
have shown their interest and confidence in our products. The Board
also placed on record its appreciation for valuable support and
co-operation of suppliers, shareholders, banks, management team and the
entire work force for their commitment and look forward to their
continued support in future.
By order of the Board
For TIGER LOGISTICS (INDIA) LIMITED
Sd/-
Harpreet Singh Malhotra
Managing Director
DIN: 00147977
Address: 804A-807, Skylark Building,
60, Nehru Place, New Delhi -19.
Place: New Delhi
Date: 22/08/2014