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Directors Report of Invigorated Business Consulting Ltd.
Mar 31, 2025
Your Directors are pleased to present the 37th (Thirty Seventh) Annual Report, together with the Audited Financial
Statement of the Company for the financial year ended March 31, 2025 and the Auditors'' Report thereon.
Financial Results (? In Lacs''
|
Particulars |
Financial Year ended |
Financial Year ended |
|
Total Income |
35.38 |
26.34 |
|
Profit/ (Loss) before write off, provisions & tax |
(7.94) |
(20.23) |
|
Tax adjustment for earlier years |
- |
- |
|
Profit/ (Loss) after Tax |
(7.94) |
(20.23) |
Financial Highlights/ State of Company Affairs
The brief highlights of the Company''s performance for the financial year ended March 31, 2025 are:
⢠Total income of the Company for FY 2024-25 stood at ? 35.38 lacs against ? 26.34 lacs in FY 2023-24.
⢠Profit/ Loss after Tax stood at ? (7.94) lacs against ? (20.23) lacs in FY 2023-24.
The gross income mainly comprises of interest income.
Management Discussion and Analysis
In terms of the provisions of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 (hereinafter referred as the ''SEBI Listing Regulations''), the below is the Management Discussion and
Analysis provides a detailed analysis on the performance of business and their outlook:
(i) Industry Structure and Development
Consequent to the surrender of the license of Non-Banking and Finance Company, and in consonance with the
directions received from Reserve Bank of India (''RBI''),, the Company has changed the business activities to
provide advisory/ consultancy service. Your directors are exploring the possibilities of venturing into the above
business activities.
(ii) Opportunities and threats
The business of the Company is consultancy/ advisory services. However, the Company is presently engaged in
recovery of delinquent loan assets and settlement of old legal cases filed by/ against the Company arising out
of its earlier NBFC business. Your directors are exploring the possibilities of venturing into consultancy/ advisory
services areas. During the year, the Company has earned other income only.
(iii) Segment-wise or Product-wise Performance
The Company is engaged in the business of providing advisory/ consultancy service and reporting as a single
segment. This is in accordance with the guiding principle provided in the Indian Accounting Standard on Segment
Reporting (IND AS - 108) issued by The Institute of Chartered Accountants of India.
The Company is also working towards the recovery of delinquent loan assets and settlement of old legal cases
filed by/ against the Company. Your directors are exploring the possibilities of engaging in consultancy services.
(iv) Outlook
The Company is working towards the recovery of delinquent loan assets and settlement of old legal cases filed
by/ against the Company. Your directors are also exploring the possibilities of engaging in the consultancy
services.
(v) Risks and Concerns
The Company is working towards the recovery of delinquent loan assets and settlement of old legal cases filed
by/ against the Company. The management sees uncertainty in such settlements as the present functioning is
only limited to recovery of delinquent loan assets. Your directors are exploring the possibilities of engaging in
the consultancy services.
(vi) Internal Control Systems and their adequacy
The Internal Control Systems are in place to serve the existing operations of the Company.
(vii) Financial Performance
The loss for the year after write offs/ provisions etc. and tax amounts is ? 7.94 Lacs.
(viii) Material Developments in Human Resource and Industrial Relationss
There was no employee on rolls of the Company as on March 31, 2025. However, there were 3 (three)
person on contractual.
(ix) Details of significant changes in key financial ratios, along with explanation therefor
Refer note no. 34 of the financial statement for the ratios. Further, interest coverage ratio was impacted due to
interest/ dividend payment on 1% Redeemable Cumulative Preference Shares and decreased in loss.
(x) Details of any change in Return on Net Worth as compared to the immediately previous financial
year along with a detailed explanation thereof
The Company''s net worth continues to stand fully eroded.
Cautionary Statement
Statements in this Management Discussion and Analysis section describing the Company''s objectives, projections,
estimates and expectations, which may be ''forward looking statements'' within the meaning of applicable laws
and regulations. Actual results may differ substantially or materially from those expressed or implied. Important
developments that could affect the Company''s operations are significant changes in political and economic
environment in India, tax laws, and related costs.
Dividend
In view of losses suffered by the Company, no dividend has been considered for the financial year 2024-25.
Transfer to Reserves
During the financial year ended March 31, 2025, no amount (previous year: nil) was transferred to general reserves.
Further, the movement in Reserves and Surplus is provided in note no. 11 of the financial statement.
Change in Share Capital
During the financial year 2024-25, there has been no change in the share capital of the Company.
Directors and Key Managerial Personnel
In accordance with the provisions of Companies Act, 2013 (hereinafter referred as the ''Act) and Articles of
Association of the Company, Mr. Kamal Sachdeva, Director, retires by rotation at the ensuing Annual General Meeting
(hereinafter referred as the ''AGMO and being eligible, offer himself for re-appointment.
During the financial year 2024-25, Mr. Arvind Kumar, was appointed as Company Secretary and Compliance Officer
of the Company (Key Managerial Personnel), effective from April 29, 2024, however, he resigned from his position
on October 29, 2024 due to his personal reasons and in his place Ms. Chakshoo Mehta was appointed as a Company
Secretary and Compliance Officer of the Company (Key Managerial Personnel) w.e.f. November 06, 2024.
Further, Mr. Ashok Kumar Behl has resigned from the position of Whole-time Director and Key Managerial Personnel
of the Company with effect from July 29, 2025, due to his pre-occupation in other professional assignment and
in his place Mr. Parveen Kaushik, on the recommendation of Nomination and Remuneration Committee, has been
appointed as an Additional Director designated as Whole-time Director of the Company, liable to retire by rotation, by
the Board at its meeting held on July 29, 2025 for a period of 5 years subject to the approval of members at ensuing
AGM. He is also appointed as the Chairman of the Company.
The Company has received declarations from all the Independent Directors of the Company confirming that they
meet with criteria of independence as prescribed under Section 149(6) of the Act and under Regulations 16 and 25
of SEBI Listing Regulations and there has been no change in the circumstances affecting their status as Independent
Directors of the Company. The Company has also received a declaration from all the Independent Directors that
they have registered their names in the independent director data bank and pass/ exempt requisite proficiency test
conducted by Ministry of Corporate Affairs.
In the opinion of the Board, the Independent Directors of the Company are the persons of integrity, expertise and
fulfill the conditions as per the applicable laws and are independent of the management of the Company.
The Policy on Appointment and Remuneration of Directors and Members of Senior Management is annexed as
''Annexure A'' and forms an integral part of this Report.
Annual perfrmance evaluation of the Board, its committees, individual directors (including independent directors)
and chairman pursuant to the provisions of the Act and the Corporate Governance requirements under SEBI Listing
Regulations have been carried out in accordance with the Policy. The process given in Corporate Governance Report,
was followed by the Board for evaluation of its own performance and its committees, individual directors including
Independent Directors and Chairman.
The details of programme for familiarisation of Independent Directors with the Company, their roles, rights,
responsibilities in the Company and related matters are put up on the website of the Company https://ibcl.ltd/
regulation-46.html.
The brief resumes, rationales and other details relating to the directors who are proposed to be appointed/ re¬
appointed, as required to be disclosed as per the provisions of the SEBI Listing Regulations/ Secretarial Standard are
given in the Annexure to the Notice of the 37th AGM.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo,
as required to be disclosed under Section 134(3)(m) of the Companies Act, 2013 read with Companies (Accounts)
Rules, 2014 are as follows: -
A. Conservation of Energy
Your Company being engaged in advisory/ consultancy service and does not have any activity relating to
conservation of energy.
B. Technology absorption: Not Applicable
C. Foreign Exchange Earnings and Outgo
During the the financial year 2024-25, there was no foreign exchange outflow from your Company and it had no
foreign exchange earnings.
Corporate Governance
Corporate Governance is about maximizing shareholders value, ethically and sustainably. At Invigorated Business
Consulting Limited the goal of corporate governance is to ensure fairness for every stakeholder. Your Company
believes that strong corporate governance is critical to enhancing and retaining investor trust. Your Company also
endeavors to enhance long-term shareholder value and respect minority rights in all its business decisions.
Your Company reaffirms its commitment to the good corporate governance practices and has adopted the Code
of Conduct which has set out the systems, processes and policies conforming to international standards. Pursuant
to Regulation 34(3) of the SEBI Listing Regulations, Corporate Governance Report and a Certificate regarding
compliance of conditions of Corporate Governance from the Auditor are enclosed as ''Annexure B'' and forms an
integral part of this Report.
Further, other governance related disclosures are available on the website of the Company at https://ibcl.ltd/
regulation-46.html.
Corporate Social Responsibility (''CSR'')
The Company did not fall under any of the criteria of provisions of Section 135 of the Act. Hence, Company did not
require to do CSR expenditure during the financial year 2024-25.
Holding, Subsidiaries, Joint Ventures and Associate Companies
Escorts Kubota Limited is the holding company of the Company. Further, the Company does not have any Subsidiary,
Joint Venture or Associate Company. Accordingly, the disclosures under Section 129(3) of the Act, and Rule 8(1) and
8(5)(iv) of the Companies (Accounts) Rules, 2014 are not applicable to the Company.
Further, Kubota Corporation is holding company of Escorts Kubota Limited.
Contracts and Arrangements with Related Parties
During the year, the Company has not entered into any contract/ arrangement/ transaction with any of its related
parties.
The particulars of contracts or arrangements, with related parties referred to in Section 188(1) of the Act, in the
prescribed Form AOC-2, is appended as ''Annexure C'' to this report.
The Policy on materiality of related party transactions and dealing with related party transactions as provided by the
Board may be accessed on the Company''s website at https://www.ibcl.ltd/policies.html.
Your directors draw attention of the members to note nos. 36 and 37 to the financial statement which sets out
related party disclosures.
Auditors and Auditors'' Report
Statutory Auditors
Pursuant to the provisions of Section 139 of the Act read with Companies (Audit and Auditors) Rules, 2014, the
shareholders of the Company at the 34th AGM held on September 30, 2022, had appointed M/s. Kapish Jain &
Associates, Chartered Accountants, New Delhi (Firm Registration No. 022743N) as Statutory Auditors of the Company
for a period of 5 years i.e. upto the conclusion of AGM to be held in the calendar year 2027.
The comments given by M/s. Kapish Jain & Associates, Chartered Accountants, Statutory Auditors, in their report
read together with notes to Accounts for the FY ended March 31, 2025 are self-explanatory and hence, do not call
for any further explanations or comments under Section 134 of the Act.
Secretarial Auditors
The Board had appointed M/s. Jayant Gupta and Associates, Practicing Company Secretaries, as Secretarial Auditors
to conduct the secretarial audit of the Company for the FY 2024-25.
However, due to sudden demise of Mr. Jayant Gupta, sole proprietor of M/s. Jayant Gupta and Associates on
November 12, 2024, the casual vacancy was created and the same was filled up by appointing M/s. Umesh Kumar
and Associates as Secretarial Auditors of the Company for the FY 2024-25, to hold the office of the Secretarial
Auditors up to the conclusion of AGM to be held in the year 2025.
The Secretarial Audit Report of the Company as prescribed under Section 204 of the Act is enclosed herewith as
''Annexure D'' and forms an integral part of this Report.
The Secretarial Audit Report does not contain any qualification, reservation and adverse remarks and the comments
given by the Secretarial Auditors in their report are self-explanatory and hence, do not call for any further explanations
or comments under Section 204(3) of the Act.
Further, the Board at its meeting held on July 29, 2025, on recommendation of the Audit Committee, has recommended
the appointment of M/s. SMD & Co., Practicing Company Secretaries (Firm Registration No. S2023HR924000), a
peer-reviewed Firm of Company Secretaries as Secretarial Auditors of the Company for a term of five (5) consecutive
years from the conclusion of ensuing AGM till the conclusion of the AGM to be held in the year 2030, for approval
of the shareholders of the Company. The Company has received a certificate from M/s. SMD & Co., confirming that
their appointment, if made, would be within the limits prescribed under SEBI Listing Regulations and that they are
not disqualified for such appointment under the Act or SEBI Listing Regulations.
Further, pursuant to provisions of the Section 143(12) of the Act neither the Statutory Auditors nor Secretarial
Auditors have reported any incident of fraud to the Audit Committee or the Board during the financial year 2024-25.
Cost Records
The Company is not required to maintain cost accounts and records as specified by Central Government under
section 148(1) of the Act.
Risk Management
The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business
objectives. However, the Company did not fall under the criteria of Regulation 21 of SEBI Listing Regulations. Hence,
Company was not required to comply the risk management provisions.
Internal Financial Controls and its adequacy
The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business,
including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of fraud,
error reporting mechanisms, the accuracy and completeness of the accounting records, and the timely preparation
of reliable financial disclosures.
The Company has in place adequate internal financial controls including with reference to financial statement and
for ensuring the orderly & efficient conduct of its business.
During the financial year 2024-25, such controls were tested and no reportable material weakness in the design or
operation was observed.
Disclosures
Meetings of the Board
4 (four) meetings of the Board of Directors were held during the the financial year 2024-25. For further details,
please refer Report on Corporate Governance annexed as ''Annexure B'' to this report.
Audit Committee
For constitution and other details of the Audit Committee, please refer Report on Corporate Governance annexed as
''Annexure B'' to this report.
All the recommendations made by the Audit Committee were accepted by the Board.
Annual Return
The Annual Return for FY 2024-25* is available on the Company''s website at www.ibcl.ltd/regulation-46.html.
*Ensuing AGM related information i.e. attendance etc. to be updated after AGM.
Vigil Mechanism
The Company has adopted a Whistle Blower Policy establishing vigil mechanism for Directors and Employees to report
their concerns about unethical behavior, actual or suspected fraud or violation of the Company''s Code of Conduct.
The mechanism provides for adequate safeguards against victimization of effected Director(s) and Employee(s).
In exceptional cases, Directors and Employees have direct access to the Chairman of the Audit Committee. It is
affirmed that no personnel of the Company has been denied access to the Audit Committee.
The Whistle Blower Policy is available on Company''s website at www.ibcl.ltd/policies.html.
Registrar and Share Transfer Agent
The share transfer and related activities are being carried out by Alankit Assignments Limited, Registrar and Share
Transfer Agent (hereinafter referred as ''RTAO from the following address:
Alankit Assignments Limited
Alankit House, 4E/2,
Jhandewalan Extension,
New Delhi - 110055
Particulars of Loans given, Investments made, Guarantees given and Securities provided
During the financial year 2024-25, neither any loan and investment was made nor any guarantees and securities
was provided. The details of investments as on March 31, 2025, is provided in note no. 5 to the financial statement.
Particulars of Employees
Since, there is no employee during the FY 2024-25, a statement showing the names of the employees in terms of
remuneration drawn under section 197(12) of the Act, read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is not applicable.
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with
Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as
''Annexure E'' and forms an integral part of this Report.
Public Deposits
During the financial year 2024-25, the Company has not accepted/ renewed any deposit (as covered under Chapter
V of the Act) and no amount of principal or interest was outstanding as of the Balance Sheet date.
Investor Education and Protection Fund (''IEPF'')
During the financial year 2024-25, there was no amount required to be transferred to IEPF.
Material Changes and Commitment affecting the financial position
There are no material changes affecting the financial position of the Company subsequent to the close of the
financial year ended on March 31, 2025 till the date of this report.
Change in the Nature of Business
During the financial year 2024-25, there has been no change in the nature of business of the Company.
Prevention of Sexual Harassment
Your Directors further state that during the financial year 2024-25, there were no cases filed pursuant to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the provision related to
constitution of internal complaint committee is not applicable on the Company as the Company has no employee.
Maternity Benefit
Since, there is no employee during the financial year 2024-25, the provisions of the Maternity Benefit Act, 1961, is
not applicable.
Secretarial Standards
The Company is in compliance with all the applicable Secretarial Standards issued by the Institute of Company
Secretaries of India.
Application made or any proceeding pending under the Insolvency and Bankruptcy Code
As on the date of the Report no application is pending under the Insolvency and Bankruptcy Code, 2016 (''IBC'') and
the Company did not file any application under IBC during the financial year 2024-25.
Further, the Company has not made any one-time settlement.
Compliance by Large Corporate
Your Company does not fall under the category of large corporate, as defined under SEBI vide its circular no. SEBI/
HO/DDHS/P/CIR/2021/613 dated August 10, 2021 read with updated circular dated April 13, 2022 and circular no.
SEBI/HO/DDHS/DDHS-RACPOD1/P/CIR/2023/172 dated October 19, 2023, as such no disclosure is required in this
regard.
Disclosure of Certain Type of Agreements Binding Listed Entity
Pursuant to Regulation 30A(2) of SEBI Listing Regulations, there is no agreement impacting the management or
control of the Company or imposing any restrictions or creating any liability upon the Company.
Directors'' Responsibility Statement
Pursuant to the requirement under Section 134(5) of the Act, with respect to Directors'' Responsibility Statement, it
is hereby confirmed that:
(i) in the preparation of the annual accounts for the financial year ended March 31, 2025, the applicable accounting
standards read with requirements set out under Schedule III to the Act, have been followed along with proper
explanation relating to material departures;
(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company as at March 31, 2025 and of the loss of the Company for the financial year ended on that date;
(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
(iv) the Directors have prepared the annual accounts for financial year ended March 31, 2025 on a ''going concern''
basis;
(v) the Directors have laid down internal financial controls to be followed by the Company and such internal
financial controls are adequate and are operating effectively; and
(vi) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and
such systems were adequate and operating effectively.
General
Your Directors state that no disclosure or reporting is required in respect of the following items as there were no
transactions on these items during the year under review:
1. Issue of equity shares with differential rights as to dividend, voting or otherwise.
2. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.
3. None of the Director of the Company, except Mr. Kamal Sachdeva and Mr. Parveen Kaushik, receive any
remuneration or commission from any of holding company.
4. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going
concern status and Company''s operations in future. However, members'' attention is drawn to note no. 22 to the
financial statement which sets out information on Commitments and Contingencies.
5. Details of difference between amount of valuation done at the time of one-time settlement and the valuation
done while taking loan from the Banks or Financial Institutions along with the reasons thereof.
6. No political contribution made during the financial year 2024-25.
Acknowledgement
Your Directors place on record their sincere thanks to the Company''s stakeholders, Bankers, Government Agencies,
Customers and Investors for their continued support.
For and on behalf of the Board of Directors
Invigorated Business Consulting Limited
Sd/-
Parveen Kaushik
Place: Faridabad Chairman and Whole-time Director
Date: July 29, 2025
Mar 31, 2024
Your Directors are pleased to present the 36th (Thirty Sixth) Annual Report, together with the Audited Financial Statement of the Company for the financial year ended March 31, 2024 and the Auditors'' Report thereon.
Financial Results (? In Lacs''
|
Particulars |
Financial Year ended March 31, 2024 |
Financial Year ended March 31, 2023 |
|
Gross Income |
26.34 |
18.88 |
|
Profit/ (Loss) before write off, provisions & tax |
(20.23) |
(45.42) |
|
Tax adjustment for earlier years |
- |
- |
|
Profit/ (Loss) after Tax |
(20.23) |
(45.42) |
The gross income comprises of interest income and profit on sale of investment.
Management Discussion and Analysis
In terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as the "SEBI Listing Regulations"), the below is the Management Discussion and Analysis provides a detailed analysis on the performance of business and their outlook:
(i) Industry Structure and Development
Consequent to the surrender of the license of Non-Banking and Finance Company, and as per the directions received from Reserve Bank of India ("RBI"),, the Company has changed the business activities to providing advisory/ counselling service.
(ii) Opportunities and threats
The business of the Company is consultancy/ advisory services. However, the Company is presently engaged in recovery of delinquent loan assets and settlement of old legal cases filed by/ against the Company arising out of its earlier NBFC business. Your directors are exploring the possibilities of venturing into consultancy/ advisory services areas. During the year, the Company has earned only other income.
(iii) Segment-wise or Product-wise Performance
The Company engaged in the business of providing advisory/ counselling service and reporting as a single segment. This is in accordance with the guiding principle provided in the Indian Accounting Standard on Segment Reporting (IND AS - 108) issued by The Institute of Chartered Accountants of India.
The Company is also working towards the recovery of delinquent loan assets and settlement of old legal cases filed by/ against the Company. Your directors are exploring the possibilities of engaging in the consultancy services.
(iv) Outlook
The Company is working towards the recovery of delinquent loan assets and settlement of old legal cases filed by/ against the Company. Your directors are also exploring the possibilities of engaging in the consultancy services.
(v) Risks and Concerns
The Company is working towards the recovery of delinquent loan assets and settlement of old legal cases filed by/ against the Company. The management sees uncertainty in such settlements as the present functioning is only limited to recovery of delinquent loan assets. Your directors are exploring the possibilities of engaging in the consultancy services.
(vi) Internal Control Systems and their adequacy
The Internal Control Systems are in place to serve the existing operations of the Company.
(vii) Financial Performance
The loss for the year after write offs/ provisions etc. and tax amounts is ? 20.23 Lacs.
(viii) Human Resource and Industrial Relations
There was no employee in the Company as on March 31, 2024
(ix) Details of significant changes in key financial ratios
Refer note no. 36 of the financial statement for the ratios. Further, the current ratio was impacted due to increase in cash and cash equivalents and interest coverage ratio was impacted due to increase interest/ dividend payment on 1% Redeemable Cumulative Preference Shares.
(x) Details of any change in Return on Net Worth as compared to the immediately previous financial year along with a detailed explanation thereof
The Company''s net worth continues to stand fully eroded.
Cautionary Statement
Statements in this Management Discussion and Analysis section describing the Company''s objectives, projections, estimates and expectations, which may be ''forward looking statements'' within the meaning of applicable laws and regulations. Actual results may differ substantially or materially from those expressed or implied. Important developments that could affect the Company''s operations are significant changes in political and economic environment in India, tax laws, and related costs.
Dividend
In view of losses suffered by the Company, no dividend has been considered for the financial year 2023-24. Transfer to Reserves
During the year ended March 31, 2024, no amount (previous year: nil) transferred to general reserves.
Change in Share Capital
During the year ended March 31, 2024, there has been no change in the share capital of the Company.
Directors and Key Managerial Personnel
In accordance with the provisions of the Companies Act, 2013 (hereinafter referred as the "Act") and Articles of Association of the Company, Mr. Ashok Kumar Behl, Director retire by rotation at the ensuing Annual General Meeting (hereinafter referred as the "AGM") and being eligible, offer himself for re-appointment.
During the financial year, Mr. Rajeev Khanna (DIN: 08471497) has resigned from the position of Whole-time Director & Key Managerial Personnel of the Company with effect from May 08, 2023, due to his pre-occupation in other professional assignment and in his place Mr. Ashok Kumar Behl (DIN: 10146894), on the recommendation of Nomination and Remuneration Committee (hereinafter referred as "NRC"), has been appointed as a Whole-time Director and Key Managerial Personnel of the Company by Board of Directors at its meeting held on May 08, 2023. Subsequently, the shareholders of the Company have approved the appointment of Mr. Behl at the last AGM held on August 04, 2023.
Further, Mr. Vinod Dixit (DIN: 01147430) Non-Executive Director had resigned, due to his pre-occupation in other professional assignments, from the Board on October 26, 2023, and in his place, the Board, on the recommendation of NRC, has appointed Mr. Kamal Sachdeva (DIN: 10364431) as an Additional Non-Executive Director, effective from
October 26, 2023, liable to retire by rotation. Subsequently, the shareholders of the Company have approved the appointment of Mr. Sachdeva, vide postal ballot notice dated December 08, 2023, on January 12, 2024.
Mr. Vicky Chauhan, Company Secretary and Compliance Officer of the Company has resigned w.e.f. January 30, 2024, and in his place Mr. Arvind Kumar has been appointed as a Company Secretary and Compliance Officer of the Company w.e.f. April 29, 2024.
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with criteria of independence as prescribed under Section 149(6) of the Act and under Regulations 16 & 25 of SEBI Listing Regulations and there has been no change in the circumstances affecting their status as Independent Directors of the Company. The Company has also received a declaration from all the Independent Directors that they have registered their names in the Independent Directors data bank and pass/ exempt requisite proficiency test conducted by Ministry of Corporate Affairs.
In the opinion of the Board, the Independent Directors of the Company are the persons of integrity, expertise and fulfill the conditions as per the applicable laws and are independent of the management of the Company.
The Board at its meetings held on October 26, 2023, has reviewed and made requisite amendment(s) in the Policy on Appointment and Remuneration of Directors and Members of Senior Management. The Policy on Appointment and Remuneration of Directors and Members of Senior Management is annexed as Annexure - A and forms an integral part of this Report.
Annual performance evaluation of the Board, its committees and individual directors (including Independent Directors) pursuant to the provisions of the Act and the Corporate Governance requirements under SEBI Listing Regulations have been carried out in accordance with the Policy, and the process, given in Corporate Governance Report, was followed by the Board for evaluation of its own performance and its committees and individual directors including Independent Directors.
The details of programme for familiarisation of Independent Directors with the Company, their roles, rights, responsibilities in the Company and related matters are put up on the website of the Company www.ibcl.ltd/ regulation-46.html.
The brief resumes and other details relating to the directors who are proposed to be appointed/ re-appointed, as required to be disclosed as per the provisions of the SEBI Listing Regulations/ Secretarial Standard are given in the Annexure to the Notice of the 36th AGM.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under Section 134(3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are as follows: -
A. Conservation of Energy
Your Company being engaged in advisory/ counselling service and does not have any activity relating to conservation of energy.
B. Technology absorption: Not Applicable
C. Foreign Exchange Earnings and Outgo
During the period under review, there was no foreign exchange outflow from your Company and it had no foreign exchange earnings.
Corporate Governance
Corporate Governance is about maximizing shareholders value, ethically and sustainably. At Invigorated Business Consulting Limited the goal of corporate governance is to ensure fairness for every stakeholder. Your Company
believes that strong corporate governance is critical to enhancing and retaining investor trust. Your Company also endeavors to enhance long-term shareholder value and respect minority rights in all its business decisions.
Your Company reaffirms its commitment to the good corporate governance practices and has adopted the Code of Conduct which has set out the systems, processes and policies conforming to international standards. Pursuant to Regulation 34(3) of the SEBI Listing Regulations, Corporate Governance Report and a Certificate regarding compliance of conditions of Corporate Governance from the Auditor are enclosed as Annexure - B and forms an integral part of this Report.
Further, other governance related disclosures are available on the website of the Company at www.ibcl.ltd/ regulation-46.html.
Corporate Social Responsibility (CSR)
The Company did not fall under any of the criteria of provisions of Section 135 of the Companies Act, 2013. Hence, Company did not require to do CSR expenditure during the financial year 2023-24.
Holding, Subsidiaries, Joint Ventures and Associate Companies
Escorts Kubota Limited is the holding company of the Company. Further, the Company do not have any Subsidiary, Joint Venture or Associate Company.
Escorts Kubota Limited is holding company of Kubota Corporation.
Contracts and Arrangements with Related Parties
During the year, the Company has not entered into any contract/ arrangement/ transaction with related parties.
The particulars of contracts or arrangements, with related parties referred to in Section 188(1) of the Act, in the prescribed Form AOC-2, is appended as Annexure - C to this report.
The Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions as provided by the Board may be accesses on the Company''s website at https://www.ibcl.ltd/policies.html.
Your directors draw attention of the members to Note Nos. 38 and 39 to the financial statement which sets out related party disclosures.
Auditors and Auditors'' Report
Statutory Auditors
Pursuant to the provisions of Section 139 of the Act read with Companies (Audit and Auditors) Rules, 2014, the shareholders of the Company at the 34th AGM held on September 30, 2022, had appointed M/s. Kapish Jain & Associates, Chartered Accountants, New Delhi (Firm Registration No. 022743N) as Statutory Auditors of the Company for a period of 5 years i.e. upto the conclusion of AGM to be held in the year 2027.
The comments given by M/s. Kapish Jain & Associates, Chartered Accountants, Statutory Auditors, in their Report read together with notes to Accounts for the financial year ended March 31, 2024 are self-explanatory and hence, do not call for any further explanations or comments under Section 134 of the Act.
Pursuant to provisions of the Section 143(12) of the Act neither the statutory auditors nor secretarial auditors have reported any incident of fraud to the Audit Committee or the Board during the year under review.
Secretarial Auditors
The Board of Directors of the Company had appointed M/s. Jayant Gupta and Associates, Practicing Company Secretaries to conduct secretarial audit of the Company for the financial year 2023-24. The Secretarial Audit Report for the financial year ended March 31, 2024 is enclosed as Annexure - D and forms an integral part of this Report.
The Secretarial Audit Report does not contain any qualification, reservation and adverse remarks and the comments given by the Secretarial Auditors in their report are self-explanatory and hence, do not call for any further explanations or comments under Section 204(3) of the Act.
Risk Management
The Company did not fall under the criteria of Regulation 21 of SEBI Listing Regulations. Hence, Company did not require to comply the risk management provisions.
Internal Financial Controls and its adequacy
The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of fraud, error reporting mechanisms, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures.
The Company has in place adequate internal financial controls including with reference to financial statement and for ensuring the orderly & efficient conduct of its business.
During the year, such controls were tested and no reportable material weakness in the design or operation was observed.
Disclosures
Meetings of the Board
Four (4) meetings of the Board of Directors were held during the financial year. For further details, please refer Report on Corporate Governance annexed as Annexure - B to this report.
Audit Committee
For constitution and other details of the Audit Committee, please refer Report on Corporate Governance annexed as Annexure- B to this report.
All the recommendations made by the Audit Committee were accepted by the Board.
Annual Return
The Annual Return for the financial year 2023-24* is available on the Company''s website at www.ibcl.ltd/regulation-46. html.
*Ensuing AGM related information i.e. attendance etc. to be updated after AGM.
Vigil Mechanism
The Company has adopted a Whistle Blower Policy establishing vigil mechanism for Directors and Employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company''s Code of Conduct. The mechanism provides for adequate safeguards against victimization of effected Director(s) and Employee(s).
In exceptional cases, Directors and Employees have direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company has been denied access to the Audit Committee.
The Whistle Blower Policy has been reviewed and noted by the Board during the financial year at its meeting held on October 26, 2023 and is available on Company''s website at www.ibcl.ltd/policies.html.
Registrar and Share Transfer Agent
The share transfer and related activities are being carried out by Alankit Assignments Limited, Registrar and Share Transfer Agent (hereinafter referred as "RTA") from the following address:
Alankit Assignments Limited
RTA Division, 4E/2,
Jhandewalan Extension,
New Delhi - 110055
Particulars of Loans given, Investments made, Guarantees given and Securities provided
During the year under review, neither any loan and investment was made nor any guarantees and securities was provided. The details of investments as on March 31, 2024, is provided in Note No. 5 to the financial statement.
Particulars of Employees
In terms of provisions of Section 197(12) of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of the employees in terms of remuneration drawn is available with the Company Secretary. Having regard to the provisions of Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the members of the Company. Any member interested in obtaining such particulars may write to the Company Secretary of the Company and the same will be furnished on request.
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure - E and forms an integral part of this Report.
Deposits
During the year under review, the Company has not accepted/ renewed any fixed deposit and no amount of principal or interest was outstanding as on the Balance Sheet date.
Investor Education and Protection Fund ("IEPF")
During the year under review, there was no amount required to be transferred to IEPF.
Material Changes and Commitment affecting the financial position
There are no material changes affecting the financial position of the Company subsequent to the close of the financial year ended on March 31, 2024 till the date of this report.
Change in Name
Pursuant to the approval of shareholder at the AGM held on September 30, 2022, the Ministry of Corporate Affairs (Power delegated to Registrar of the Companies) has approved the new name of the Company i.e. Invigorated Business Consulting Limited from Escorts Finance Limited and issued the Certificate of Incorporation dated June 14, 2023.
Change in Object Clause
Pursuant to the approval of shareholders at the last AGM held on August 04, 2023, the Object Clause of the Company has been changed to provide the leasing advisory/ counselling service and by deleting of finance related activities.
Reclassification of Promoter
Shreeyam Securities Limited (formerly Escorts Securities Limited), Promoter Shareholder of the Company, has requested to reclassify them from the Category of Promoter Group to Public Shareholder.
The said request was considered, analyzed and approved by the Board of Directors at its meeting held on August 30, 2022, and shareholders at AGM held on September 30, 2022.
Pursuant to the Regulation 31A of SEBI Listing Regulations, an application for reclassification of Shreeyam Securities Limited from category of Promoter Group to Public Shareholder has been submitted to BSE Limited on October 19, 2022, and the same was approved by BSE Limited on July 17, 2023.
Prevention of Sexual Harassment
Your Directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the provision related to constitution of internal complaint committee is not applicable on the Company.
Secretarial Standards
The Company is in compliance with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.
Application made or any proceeding pending under the Insolvency and Bankruptcy Code
As on the date of the Report no application is pending under the Insolvency and Bankruptcy Code, 2016 ("IBC") and the Company did not file any application under IBC during the financial year 2023-24. Further, the Company has not made any one-time settlement.
Compliance by Large Corporate
Your Company does not fall under the category of large corporate, as defined under SEBI vide its circular SEBI/HO/ DDHS/DDHS-RACPOD1/P/CIR/2023/172 dated October 19, 2023, as such no disclosure is required in this regard.
Disclosure of Certain Type of Agreements Binding Listed Entity
Pursuant to Regulation 30A(2) of SEBI Listing Regulations, there is no agreement impacting the management or control of the Company or imposing any restrictions or create any liability upon the Company.
Directors'' Responsibility Statement
Pursuant to the requirement under Section 134(5) of the Companies Act, 2013, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:
(i) in the preparation of the annual accounts for the year ended March 31, 2024, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed along with proper explanation relating to material departures;
(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2024 and of the loss of the Company for the year ended on that date;
(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(iv) the Directors have prepared the annual accounts for financial year ended March 31, 2024 on a ''going concern'' basis;
(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
(vi) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
General
Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transaction(s) on these items during the year under review:
1. Issue of equity shares with differential rights as to dividend, voting or otherwise.
2. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.
3. Details of the remuneration of Whole-time Directors of the Company received from any of its subsidiaries.
4. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company''s operations in future. However, members'' attention is drawn to Note No. 22 to the financial statement which sets out information on Commitments and Contingencies.
5. Details of difference between amount of valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof.
6. No political contribution made during the year under review.
Acknowledgement
Your Directors wish to acknowledge and thank the co-operation and assistance extended by the Banks, Financial Institutions, Government Agencies, Customers and Depositors.
The Directors also wish to convey their deep appreciation for the contribution made by the employees to the operations of the Company, in particular those who continued with the Company and extended their full support during this difficult period. We also convey our thanks to our esteemed shareholders for their continued support and encouragement.
For and on behalf of the Board of Directors Invigorated Business Consulting Limited
Sd/-
Ashok Kumar Behl
Place: Faridabad Chairman
Date: July 30, 2024
Mar 31, 2016
The Directors are pleased to present the Twenty Eighth Annual Report, together with the Audited Accounts of the Company for the financial year ended March 31, 2016 and the Auditors'' Report thereon.
Financial Results
|
Particulars |
Financial Year ended March 31, 2016 |
Financial Year ended March 31, 2015 |
|
Gross Income |
76.47 |
43.21 |
|
Profit/ (Loss) before write off, provisions & tax |
36.42 |
(8.68) |
|
Tax adjustment for earlier years |
- |
- |
|
Profit/ (Loss) after Tax |
36.42 |
(8.68) |
The Gross Income comprises of amount(s) received on recovery of delinquent assets through settlement/ compromise/ legal action.
Dividend
In order to conserve the resources of the Company, no dividend has been considered for the year.
Fixed Deposits
An amount of Rs. 78.62 Lacs has been paid to the Fixed Deposit holders during the financial year ended March 31, 2016. As on the said date, there is an unclaimed/ unpaid fixed deposit liability of Rs. 1278.78 Lacs.
Management Discussion and Analysis
(i) Industry Structure and Development
Non Banking Finance Companies (NBFC) sector in India is represented by a mix of a few large companies with nationwide presence and a few small and medium sized companies with regional focus, primarily engaged in hire purchase financing, investments, corporate loans, IPO funding, venture capital and other non-fund based activities. The Reserve Bank of India (RBI) regulates and supervises these NBFCs.
The Company has surrendered its Certificate of registration and RBI also through its correspondence dated May
6, 2016 has cancelled Company''s Certificate of Registration No- A-14.01690.
(ii) Opportunities and Threats
The NBFCs are facing stiff competition from Banks and Financial Institutions, due to the ability of Banks & FII''s to raise low cost funds which enables them to provide funds at more favourable rates. More stringent capital adequacy norms have been stipulated by RBI for NBFCs also resulted into their inability to give cheaper finance.
(iii) Segment-wise or Product-wise Performance
The Company has been primarily engaged in the business of hire purchase, leasing, bill discounting and non fund based activities. Since the risk and returns in these businesses are similar, therefore, they are grouped as a single segment. This is in accordance with the guiding principle provided in the Accounting Standard on Segment Reporting (AS- 17) issued by The Institute of Chartered Accountants of India.
(iv) Future Outlook
The Company is presently engaged in recovery of delinquent loan assets and settlement of old legal cases filed by/ against the Company. Your directors are exploring the possibilities of venturing into new business areas.
(v) Risks and Concerns
High interest regime in the economy may act as a dampener for the financing business. There is also stiff competition due to entry of large players in the market.
(vi) Internal Control Systems and their adequacy
The Internal Control Systems are in place to serve the existing operations of the Company.
(vii) Financial Performance
The profit for the year after write offs/ provisions etc. and tax amounts to Rs.36.42 Lacs.
(viii) Human Resource and Industrial Relations
The Company is having three employees as on the date of this report. Your Directors relation at all levels with employees were cordial.
Cautionary Statement
Statements in this Management Discussion and Analysis section describing the Company''s objectives, projections, estimates and expectations may be ''forward looking statements'' within the meaning of applicable laws and regulations. Actual results may differ substantially or materially from those expressed or implied. Important developments that could affect the Company''s operations are significant changes in political and economic environment in India, tax laws, RBI regulations, exchange rate fluctuation and related costs.
Directors
In terms of the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Pritam Narang, Director retires by rotation at the ensuing Annual General Meeting (AGM) of your Company, and being eligible, offers himself for re-appointment.
Your Directors recommend the re-appointment of Mr. Pritam Narang at the ensuing AGM.
Due to the demise of Mr. Inder Mohan Sakhuja, he ceased as Director of the Company w.e.f January 25, 2016. The Board places on record its appreciation for the valuable guidance and services rendered by him during his tenure with the Company.
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with criteria of independence as prescribed under sub-section (6) of Section 149 of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as "the Listing Regulations").
The policy for Appointment and Remuneration of Director''s, Key Managerial Personnel and Other Employees is attached as Annexure - A and forms an integral part of this report.
The Company has devised the criteria for performance evaluation of Independent Directors, Board, Committees and other individual Directors which includes criteria for performance evaluation of the non-executive directors. Evaluation was done by the Board for its own performance and that of its Committees and individual Directors.
The brief resume and other details relating to the Director who is proposed to be appointed/ re-appointed, as required to be disclosed under Listing Regulations is given in the Annexure - B.
The details of programme for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company www.escortsfinance.com.
Corporate Governance
Your Company reaffirms its commitment to the good corporate governance practices and has adopted the Code of Conduct which has set out the systems, processes and policy conforming to established standards. Pursuant to the Listing Regulations, the Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of Corporate Governance are enclosed as Annexure - B and forms an integral part of this Report.
Consolidated Financial Statements
The Consolidated Financial Statements in accordance with the Companies Act, 2013 and Accounting Standard (AS) -21 applicable to the Consolidated Financial Statements read with AS-23 on Accounting for Investments in Associates and AS-27 on Financial Reporting of Interests in Joint Ventures issued by The Institute of Chartered Accountants of India have been prepared. The Audited Consolidated Financial Statements along with the Auditors'' Report thereon are annexed with this Report.
Subsidiaries, Joint Ventures and Associate Companies
The statement containing salient features of financial statements of associate companies prepared in accordance with Section 129 of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014, forms an integral part of this Report. The Consolidated Financial Statements presented by the Company include the financial results of its associate company.
The Company will make available the Annual Accounts of its associate company and related information to the members of the Company who may be interested in obtaining the same. The annual accounts of its associate company will also be kept open for inspection at the Registered Office of the Company.
Auditors and Auditors'' Report
Statutory Auditors
M/s. N.M. Raiji & Co., Chartered Accountants, Delhi (Firm Registration No. 108296W), Statutory Auditors of the Company hold office up to the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment.
The Company has received letter from M/s. N.M. Raiji & Co., Chartered Accountants to the effect that their appointment, if made, would be within the prescribed limits as specified under Section 139 of the Companies Act, 2013 and that they are not disqualified for such appointment within the meaning of Section 141 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules 2014.
Auditors Qualifications/ Observations and Management Comments Thereon
The qualifications/ observations made by the Statutory Auditors in the Auditors'' Report are dealt with separately in the Notes to the Balance Sheet and the Statement of Profit and Loss. Management response to the same is as under:
Note 25: Complete facts have been disclosed in the note which is self-explanatory and do not call for any further comments.
Note 29: Provision for dividend on preference share could not be made in view of substantial accumulated losses from earlier year.
Note 30: The Company had only three employees on its rolls at the end of the financial year. The gratuity liability is being provided on actual basis as per the provisions of Payment of Gratuity Act, 1972. Similarly, leave encashment liability is also provided on actual basis. The management feels that provision on actual basis is more prudent than the actuarial estimate in view of only three employees on roll.
Management responses to the observations made by the Secretarial Auditors in the Secretarial Audit Report are dealt as under:
a) Please refer to note 25 of the Notes to Accounts forming part of Balance Sheet which is self-explanatory and does not call for any further comments.
b) The Company filed all its RBI returns and forms with provisional figures within prescribed time and thereafter, audited numbers were filed with the RBI post audit.
Directors'' Responsibility Statement
Pursuant to the requirement under Section 134(5) of the Companies Act, 2013, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:
(i) in the preparation of the annual accounts for the year ended March 31, 2016, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed along with proper explanation relating to material departures;
(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2016 and of the profit and loss of the Company for the year ended on that date;
(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(iv) the Directors have prepared the annual accounts for financial year ended March 31, 2016 on a ''going concern'' basis;
(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
(vi) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
Particulars of Employees
In terms of provisions of Section 197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of the employees in terms of remuneration drawn is available with the Company Secretary. Having regard to the provisions of Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the members of the Company. Any member interested in obtaining such particulars may write to the Company Secretary of the Company and the same will be furnished on request.
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure - C and forms an integral part of this Report.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under Section 134(3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are as follows:-
I. Conservation of Energy
Your Company being engaged in financing business and does not have any activity relating to conservation of energy.
II. Research & Development (R&D)
Specific R&D Activities : There is no Research and Development activity in the Company.
Benefits derived as a result of above R&D: N.A.
Future Plan of Action: NIL Expenditure on R & D: NIL
III. Technology Absorption, Adaptation and Innovation:
Efforts in brief made towards Technology absorption etc.: NIL Benefits derived as a result of above: N.A.
Technology imported, years of Import, Has technology been fully absorbed? If not fully absorbed, areas where this has not taken place, reasons therefore and future plans of action: N.A.
IV. Foreign exchange earnings and outgo
During the period under review, there was no foreign exchange outflow from your Company and it had no foreign exchange earnings.
Disclosures
Meetings of the Board
Four meetings of the Board of Directors were held during the year. For further details, please refer Report on Corporate Governance annexed as Annexure - B to this report.
Audit Committee
All the recommendations made by the Audit Committee were accepted by the Board.
For constitution and other details of the Audit Committee, please refer Report on Corporate Governance annexed as Annexure - B to this report.
Extracts of Annual Return
In terms of provisions of Section 92 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, the extracts of Annual Return in Form MGT-9 is enclosed as Annexure - D and forms an integral part of this Report.
Particulars of Loans given, Investments made, Guarantees given and Securities provided
During the year under review, no loan, investment, guarantees and securities has been provided.
Contracts and Arrangements with Related Parties
During the year, the Company had not entered into any contract/ arrangement/ transaction with related parties.
The particulars of contracts and arrangement with related parties under section 188(1) in Form AOC-2 are enclosed as Annexure - E.
The Policy on materiality of related party transactions and dealing with related party transactions as provided by the Board may be accesses on the Company''s website at the link: www.escortsfinance.com.
Your directors draw attention of the members to Note 32 to the financial statement which sets out related party disclosures.
Secretarial Auditors
The Board of Directors of the Company has appointed M/s Jayant Gupta and Associates, Company Secretaries to conduct secretarial audit of the Company for the financial year 2015-16. The Secretarial Audit Report for the financial year ended March 31, 2016 is enclosed as Annexure - F and forms an integral part of this Report.
The observations and comments given by the Secretarial Auditors in their report are self-explanatory and hence, do not call for any further comments under Section 204(3) of the Companies Act, 2013.
Internal Financial Controls
The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.
Risk Management
A Risk Management Committee which has been entrusted with the responsibility to assist the Board in (a) overseeing and approving the Company''s enterprise wide risk management framework; and (b) overseeing that all the risks that the organization faces such as strategic, financial, credit, market, liquidity, security, property, IT, legal, regulatory, reputational and other risks have been identified and assessed and there is an adequate risk management infrastructure in place capable of addressing those risks.
Acknowledgement
Your Directors wish to acknowledge and thank the co-operation and assistance extended by the Banks, Financial Institutions, Government Agencies, Customers and Depositors.
The Directors also wish to convey their deep appreciation for the contribution made by the employees to the operations of the Company, in particular those who continued with the Company and extended their full support during this difficult period. We also convey our thanks to our esteemed shareholders for their continued support and encouragement.
For and on behalf of the Board of Directors
Sd/- Sd/-
Pritam Narang Rochak Puri
Place: Faridabad Director Director
Dated: August 23, 2016 DIN: 00982418 DIN: 00042536
Mar 31, 2013
The Directors are pleased to present the Twenty Fifth Annual Report,
together with the Audited Accounts of the Company for the Financial
Year ended 31st March, 2013, and the Auditors'' Report thereon.
FINANCIAL RESULTS
(Rs.In Lacs)
Financial
Year ended Financial
Year ended
March 31, 2013 March 31, 2012
Gross Income 47.48 45.01
Proft/(Loss) before
write off, provisions & tax (57.27) (22.20)
Tax adjustment for earlier years 533.62
Proft/(Loss) after Tax (57.27) (555.82)
The Gross Income is only from amount recovered on recovery on
delinquent assets through settlement / compromise / legal action etc.
DIVIDEND
In view of the losses suffered by the Company, no dividend has been
considered for the year.
Fixed Deposits
Pursuant to the order of The Hon''ble High Court of Delhi dated 4th
March, 2011, an amount of Rs. 354.45 Lacs has been paid to the FD
Holders during the fnancial year ended 31st March, 2013. As on said
date, the unclaimed/ unpaid fxed deposit liability is Rs. 1,747.43
Lacs.
DIRECTORS
In terms of the provisions of the Companies Act, 1956 and the Articles
of Association of the Company, Mr. Inder Mohan Sakhuja, Director
retires by rotation at the ensuing Annual General Meeting of your
Company, and being eligible, offers himself for re-appointment.
Ms. Babita Tiwari has resigned from the directorship of the Company
with effect from 3rd May, 2013. The Board places on record its
appreciation for the valuable services rendered and contribution made
by her for the growth of the Company during her tenure as Director.
Ms. Preeti Chauhan was appointed as Additional Director of the Company
w.e.f. 3rd May, 2013 pursuant to Section 260 of the Companies Act,
1956, and accordingly she holds offce upto the ensuing Annual General
Meeting. The Company has received a notice pursuant to Section 257 of
the said Act from a member of the Company proposing candidature of Ms.
Preeti Chauhan for appointment as Director, whose period of offce shall
be liable to determination by retirement of director by rotation, at
the forthcoming Annual General Meeting of the Company. The Board
recommends the appointment.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the listing agreement with Stock Exchanges, a
Report on Corporate Governance along with a certifcate from M/s N.M.
Raiji & Co., Chartered Accountants, confrming compliance of conditions
of corporate governance enclosed as ''Annexure A''.
AUDITORS
M/s N.M. Raiji & Co., Auditors of the Company retire at the ensuing
Annual General Meeting and are eligible for reappointment. The Company
has received a written certifcate from them to the effect that their
reappointment as statutory auditors for the fnancial year 2013-2014, if
made, would be within the limits prescribed under Section 224(1B) of
the Companies Act, 1956.
AUDITORS OBSERVATIONS AND COMMENTS THEREON
The qualifcations/observations made by the Statutory Auditors in the
Auditors'' Report are dealt with separately in the Notes to the Proft &
Loss Account and the Balance Sheet. Management response to the above
are as follows:
Note 26: The action is as per the directions contained in the order of
Hon''ble Delhi High Court. The note is self- explanatory and does not
call for any further comments.
Note 27: The process of retrieving the investment certifcate(s) is in
process. The provision has been made to cover possible loss, if any.
Note 31: Provision on dividend on preference share could not be made
due to huge accumulated losses & loss sustained during the year.
Note 32: The Company had only eight employees on rolls at the end of
the fnancial year. The gratuity liability for these employees is being
provided on actual basis as per the provisions of Payment of Gratuity
Act, 1972.
Similarly, leave encashment liability is also provided on actual basis.
The management feels that the provision in respect of these liabilities
on actual basis is on more prudent basis than the actuarial estimate
particularly when the number of employees is only eight.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 217(2AA) of the Companies Act,
1956, the Board of Directors hereby confrm:
1. That in the preparation of the annual accounts for the fnancial
year ended 31st March, 2013, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. That the Directors have selected such accounting policies and
applied them consistently and made judgements 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 fnancial year ended 31st
March, 2013 and of the proft or loss of the Company for that period;
3. That the Directors have taken proper and suffcient 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;
4. That the Directors have prepared the annual accounts for the
fnancial year ended 31st March, 2013 on a going concern basis.
PARTICULARS OF EMPLOYEES
None of the employees of your Company is in receipt of remuneration
requiring disclosure pursuant to the provisions of Section 217(2A) of
the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975, hence no such particulars are annexed.
INFORMATION UNDER SECTION 217(1)(E) OF THE COMPANIES ACT, 1956
I. Conservation of Energy
Your Company being engaged in fnancing business does not have any
activity relating to conservation of energy.
II. Research & Development (R&D)
Specifc R&D Activities: There is no Research and Development activity
in the Company. Benefts derived as a result of above R&D: N.A. Future
Plan of Action: NIL Expenditure on ''R & D'': NIL
III. Technology Absorption, Adaptation and Innovation: Efforts in
brief made towards Technology absorption etc.: NIL Benefts derived as a
result of above: N.A
Technology imported, years of Import, Has technology been fully
absorbed? If not fully absorbed, areas where this has not taken place,
reasons therefor and future plans of action: N.A
IV. Foreign exchange earnings and outgo
During the period under review, there was no foreign exchange outfow
from your Company and it had no foreign exchange earnings.
ACKNOWLEDGEMENT
Your Directors wish to thank and acknowledge the co-operation and
assistance extended by the Banks, Financial Institutions, Government
Agencies, Customers, Depositors and Trustees of the Escorts Beneft
Trust.
The Directors also wish to convey their deep appreciation of the
contribution made by all employees to the operations of the Company, in
particular those who continued with the Company and extended their full
support during this diffcult period. We also convey our thanks to our
esteemed shareholders for their continued support and encouragement.
For and on behalf of the Board
Sd/-
Place: Faridabad Inder Mohan Sakhuja
Dated: 12th August 2013 Chairman
Mar 31, 2012
The Directors are pleased to present the Twenty Fourth Annual Report,
together with the Audited Accounts of the Company for the Financial
Year ended 31st March, 2012, and the Auditors' Report thereon.
FINANCIAL RESULTS
(Rs. In Lacs)
Financial Year Financial Year
ended March 31, ended March 31,
2011
Gross Income 45.01 384.51
Profit/(Loss) before write
off, provisions & tax (22.20) 120.77
Tax adjustment for earlier
years 533.62 -
Profit/(Loss) after Tax (555.82) 120.77
DIVIDEND
In view of the losses suffered by the Company, no dividend has been
considered for the year.
FIXED DEPOSITS
In terms of the Order of Delhi High Court dated 4th March, 2011, the
Hardship Committee was dissolved and 24,01,050 equity shares of Escorts
Limited (EL) held by the Hardship Committee were transferred to Escorts
Benefit Trust ("Trust") for discharging the unclaimed fixed deposits.
The said court also directed EL that in the event the realized value of
the said shares falls short of the unclaimed Fixed Deposit liability
then EL shall further place its shares to make good such shortfall to
the Trust for discharging the liability in the manner stated above.
During the year ended 31.03.2012, the said trust has settled unclaimed
deposits of Rs. 11.53 crores. The balance unclaimed fixed deposit
liability as on date of this report amounts to Rs. 19.37 crores.
DIRECTORS
In terms of the provisions of the Companies Act, 1956 and the Articles
of Association of the Company, Mr. Pritam Narang, Director retires by
rotation at the ensuing Annual General Meeting of your Company, and
being eligible, offers himself for re- appointment.
Mr. Hans Raj Sachdeva has resigned from the directorship of the Company
with effect from 31st August, 2011. The Board places on record its
appreciation for the valuable services rendered and contribution made
by him for the growth of the Company during his tenure as Director.
Mr. Rochak Puri was appointed as Additional Director of the Company
w.e.f. 31st August, 2011 pursuant to Section 260 of the Companies Act,
1956, and accordingly he holds office upto the ensuing Annual General
Meeting. The Company has received a notice pursuant to Section 257 of
the said Act from a member of the Company proposing candidature of Mr.
Rochak Puri for appointment as Director, whose period of office shall
be liable to determination by retirement of director by rotation, at
the forthcoming Annual General Meeting of the Company. The Board
recommends the appointment.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the listing agreement with Stock Exchanges, a
Report on Corporate Governance along with a certificate from M/s N.M.
Raiji & Co., Chartered Accountants, confirming compliance of conditions
of corporate governance enclosed as 'Annexure A'.
AUDITORS
M/s N. M. Raiji & Co., Auditors of the Company retire at the ensuing
Annual General Meeting and are eligible for reappointment. The Company
has received a written certificate from them to the effect that their
reappointment as statutory auditors for the financial year 2012-2013,
if made, would be within the limits prescribed under Section 224(1B) of
the Companies Act, 1956.
AUDITORS OBSERVATIONS AND COMMENTS THEREON
The observations made by the Statutory Auditors in the Auditors' Report
are dealt with separately in the Notes to the Profit & loss Account and
the Balance Sheet. These are self-explanatory and do not call for any
further comments.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 217(2AA) of the Companies Act,
1956, the Board of Directors hereby confirm:
1. That in the preparation of the annual accounts for the financial
year ended 31st March, 2012, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. That the Directors have selected such accounting policies and
applied them consistently and made judgements 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 ended 31st
March, 2012 and of the profit or loss of the Company for that period;
3. 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
the Company and for preventing and detecting fraud and other
irregularities;
4. That the Directors have prepared the annual accounts for the
financial year ended 31st March, 2012 on a going concern basis.
PARTICULARS OF EMPLOYEES
None of the employees of your Company is in receipt of remuneration
requiring disclosure pursuant to the provisions of Section 217(2A) of
the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975, hence no such particulars are annexed.
INFORMATION UNDER SECTION 217(1)(E) OF THE COMPANIES ACT, 1956
I. Conservation of Energy
Your Company being engaged in financing business does not have any
activity relating to conservation of energy.
II. Research & Development (R&D)
Specific R&D Activities: There is no Research and Development
activity in the Company.
Benefits derived as a result of above R&D: N.A.
Future Plan of Action: NIL
Expenditure on 'R & D': NIL
III. Technology Absorption, Adaptation and Innovation:
- Efforts in brief made towards Technology absorption etc.: NIL
- Benefits derived as a result of above: N.A
- Technology imported, years of Import, Has technology been fully
absorbed? If not fully absorbed, areas where this has not taken place,
reasons there for and future plans of action: N.A
IV. Foreign exchange earnings and outgo
During the period under review, there was no foreign exchange outflow
from your Company and it had no foreign exchange earnings.
ACKNOWLEDGEMENT
Your Directors wish to thank and acknowledge the co-operation and
assistance extended by the Banks, Financial Institutions, Government
Agencies, Customers, Depositors and Trustees of the Escorts Benefit
Trust.
The Directors also wish to convey their deep appreciation of the
contribution made by all employees to the operations of the Company, in
particular those who continued with the Company and extended their full
support during this difficult period. We also convey our thanks to our
esteemed shareholders for their continued support and encouragement.
For and on behalf of the Board
Sd/-
Inder Mohan Sakhuja
Chairman
Place: Faridabad
Dated: 13th August, 2012
Mar 31, 2011
The Directors are pleased to present the Twenty Third Annual Report,
together with the Audited Accounts of the Company for the Financial
Year ended 31st March 2011, and the Auditors Report thereon.
FINANCIAL RESULTS
(Rs. In Lacs)
Financial Year
ended Financial Year
ended
March 31, 2011 March 31, 2010
Gross Income 256.51 166.15
Profit/(Loss) before write
off, provisions & tax 147.27 2.24
Write offs/Provisions/
Reversals etc. 26.50 (39.85)
Provision for
taxation
Profit/(Loss) after Tax| 120.77 (37.61)
DIVIDEND
In order to conserve the resources of the company no dividend has been
considered for the year.
SCHEME OF ARRANGEMENT AND COMPROMISE
The Scheme of Arrangement and Compromise filed by the Company and
Escorts Limited before the Honble High Court of Delhi (the Court) to
bail out fixed deposit holders and creditors of the Company, stands
disposed-off by the Court vide its Order dated 4th March, 2011. On the
interim directions of the Court, a total payment of Rs. 130.25 Crores
have already been made under the overall control & supervision of the
erstwhile Hardship Committee (constituted by the Court) to the fixed
deposit holders towards the maturity value of their fixed deposits in
full & final settlement. In terms of the Order dated 4th March, 2011,
24,01,050 shares of Escorts Limited (EL) worth Rs. 31 Crores, as per
the then current market price, have already been transferred by the
Members of the erstwhile Hardship Committee in favour of trustees of
Escorts Benefit Trust (ÃTrustÃ) for the purpose of discharging the
unclaimed fixed deposits liability amounting to Rs. 33.23 Crores
(unclaimed fixed deposits liability as on 31st March, 2011 is Rs. 32.45
crores). The said shares would be sold by the trustees of the Trust in
the open market as and when payment claims are received upon furnishing
of the discharge certificate by the fixed deposit holders. The said
Court also directed EL that in the event the realized value of the said
shares falls short of the unclaimed Fixed Deposit liability (as stated
hereinbefore) then EL shall further place its shares to make good such
shortfall to this Trust for discharging the liability in the manner
stated above.
DIRECTORS
In terms of the provisions of the Companies Act, 1956 and of the
Articles of Association of the Company, Mr. Hans Raj Sachdeva, Director
retires by rotation at the ensuing Annual General Meeting of your
Company, and being eligible, offers himself for re-appointment.
Mr. Janak Sachdeva has resigned from the Directorship of the Company
with effect from 10th February, 2011. The Board places on record its
appreciation for the valuable services rendered and contribution made
by him for the growth of the Company during his tenure as Director.
Mr. Suchita Koley had been appointed as Additional Director with effect
from 10th February, 2011 but ceased to be a Director of the Company due
to his resignation with effect from 10th March, 2011. The Board places
on record its appreciation for the valuable services rendered during
his tenure as Director.
Ms. Babita Tewari was appointed as Additional Director of the Company
w.e.f. 10th March, 2011 pursuant to Section 260 of the Companies Act,
1956, and accordingly she holds office upto the ensuing Annual General
Meeting. The Company has received a notice pursuant to Section 257 of
the said Act from a member of the Company proposing candidature of Ms.
Babita Tewari for appointment as Director, whose period of office shall
be liable to determination by retiement of director by rotation, at the
forthcoming Annual General Meeting of the Company. The Board recommends
the appointment.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the listing agreement with Stock Exchanges, a
Report on Corporate Governance along with a certificate from M/s N.M.
Raiji & Co., Chartered Accountants, confirming compliance of conditions
of corporate governance enclosed as Annexure A.
AUDITORS
M/s N. M. Raiji & Co., Auditors of the Company retire at the ensuing
Annual General Meeting and are eligible for reappointment. The Company
has received a written Certificate from them to the effect that their
reappointment as statutory auditors for the financial year 2011-2012,
if made, would be within the limits prescribed under Section 224(1B) of
the Companies Act, 1956.
AUDITORS OBSERVATIONS AND COMMENTS THEREON
The observations made by the Statutory Auditors in the Auditors Report
are dealt with separately in the Notes to the Profit & loss Account and
the Balance Sheet, forming Schedule 14 of the Accounts. These are
self-explanatory and do not call for any further comments.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 217(2AA) of the Companies Act,
1956, the Board of Directors hereby confirm:
1. That in the preparation of the annual accounts for the financial
year ended 31st March, 2011, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. That the Directors have selected such accounting policies and
applied them consistently and made judgements 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 ended 31st
March, 2011 and of the Profit or loss of the Company for that period;
3. 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
the Company and for preventing and detecting fraud and other
irregularities;
4. That the Directors have prepared the annual accounts for the
financial year ended 31st March, 2011 on a going concern basis.
PARTICULARS OF EMPLOYEES
None of the employees of your Company is in receipt of remuneration
requiring disclosure pursuant to the provisions of Section 217(2A) of
the Companies Act,1956 read with the Companies (Particulars of
Employees) Rules, 1975, hence no such particulars are annexed.
INFORMATION UNDER 217(1)(E) OF THE COMPANIES ACT, 1956
I. Conservation of Energy
Your Company being engaged in financing business does not have any
activity relating to conservation of energy.
II. Research & Development (R&D)
Specific R&D Activities: There is no Research and Development activity
in the Company. Benefits derived as a result of above R&D: N.A.
Future Plan of Action: NIL Expenditure on R & D: NIL
III. Technology Absorption, Adaptation and Innovation:
- Efforts in brief made towards Technology absorption etc.: NIL
- Benefits derived as a result of above: N.A
- Technology imported, years of Import, Has technology been fully
absorbed? If not fully absorbed, areas where this has not taken place,
reasons therefor and future plans of action: N.A
IV. Foreign exchange earnings and outgo
During the period under review, there was no foreign exchange outflow
from your Company and it had no foreign exchange earnings.
ACKNOWLEDGEMENT
Your Directors wish to thank and acknowledge the co-operation and
assistance extended by the Banks, Financial Institutions, Government
Agencies, Customers and Depositors, and members of the hardship
committee.
The Directors also wish to convey their deep appreciation of the
contribution made by all employees to the operations of the Company, in
particular those who continued with the Company and extended their full
support during this difficult period. We also convey our thanks to our
esteemed shareholders for their continued support and encouragement.
For and on behalf of the
Board
Sd/-
Inder Mohan Sakhuja
Chairman
Place: Faridabad
Date : 4th May, 2011
Mar 31, 2010
The Directors are pleased to present the Twenty Second Annual Report,
together with the Audited Accounts of the Company for the Financial
Year ended 31st March 2010, and the Auditors Report thereon.
FINANCIAL RESULTS
(Rs. in Lacs)
Financial
Year ended Financial
Year ended
March 31, 2010 March 31,2009
Gross Income 103.31 421.80
Profit/(Loss) before write
off, provisions & tax 2.24 76.18
Write offs/Provisions/
Reversals etc. (39.85) (387.21)
Provision for taxation - (2.36)
Profit/(Loss) after Tax (37.61) (313.39)
DIVIDEND
In view of the losses suffered by the Company, no dividend has been
considered for the year.
SCHEME OF ARRANGEMENT AND COMPROMISE
The Scheme of Arrangement and Compromise filed by your company JOINTLY
with M/s Escorts Limited before the Honble Delhi High Court to bail
out the fixed deposit holders and creditors of your Company is still
pending. The Honble High Court, Delhi had constituted a Hardship
Committee to settle payments to fixed deposit holders who are facing
hardship such as medical, marriage, education and others. On 24th May,
2010 the High Court has directed the Hardship Committee to offer
maturity value of fixed deposit amount as stated in the face of fixed
deposit receipt in full and final settlement of the fixed deposit
liability of the Company towards the FD Holders. Accordingly Hardship
Committee had sent Letters to all FD Holders on 7th June, 2010 and also
reminder letter on 20th July, 2010. Till date Hardship Committee has
already received the request from large number of FD Holders for
payment and on that basis payment is being released to the said FD
Holders.
DIRECTORS
Mr. Inder Mohan Sakhuja, Director retires by rotation at the ensuing
Annual General Meeting of your Company, and being eligible, offers
himself for re-appointment.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the listing agreement with Stock Exchanges, a
Report on Corporate Governance along with a certificate from M/s N.M.
Raiji & Co., Chartered Accountants, confirming compliance of conditions
of corporate governance enclosed as Annexure A.
AUDITORS
M/s N. M. Raiji &Co., Auditors of the Company retire at the ensuing
Annual General Meeting and are eligible for re- appointment. The
Company has received letter from them to the effect that their
re-appointment as statutory auditors for the financial year 2010-2011,
if made, would be with in the limits prescribed under Section 224(1B)
of the Companies Act, 1956.
AUDITORS OBSERVATIONS AND COMMENTS THEREON
The observations made by the Statutory Auditors in the Auditors Report
are dealt with separately in the Notes to the Profit & loss Account and
the Balance Sheet, forming Schedule 15 of the Accounts. These are
self-explanatory and do not call for any further comments.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 217(2AA) of the Companies Act,
1956, the Board of Directors hereby confirm:
1. That in the preparation of the annual accounts for the financial
year ended 31st March, 2010, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. That the Directors have selected such accounting policies and
applied them consistently and made judgements 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 ended 31st
March, 2010 and of the loss of the Company for that period;
3. 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
the Company and for preventing and detecting fraud and other
irregularities;
4. That the Directors have prepared the annual accounts for the
financial year ended 31st March, 2010 on a going concern basis.
PARTICULARS OF EMPLOYEES
None of the employees of your Company is in receipt of remunerartion
requiring disclosure pursuant to the provisions of Section 217(2A) of
the Companies Act,1956 read with the Companies (Particulars of
Employees) Rules, 1975, hence no such particulars are annexed.
INFORMATION UNDER 217(1)(E) OFTHE COMPANIES ACT , 1956
a. Conservation of energy and technology absorption
Your Company being engaged in financing business does not have any
activity relating to conservation of energy and technology absorption.
b. Foreign Exchange Earning and Outflow
During the period under review, there was no foreign exchange outflow
from your Company and it had no foreign exchange earnings.
c. Amount due to small-scale industries
There was no amount due to any small-scale industry.
ACKNOWLEDGEMENT
Your Directors wish to thank and acknowledge the co-operation and
assistance extended by the Banks, Financial Institutions, Government
Agencies, Customers and Depositors.
The Directors also wish to convey their deep appreciation of the
contribution made by all employees to the operations of the Company, in
particular those who continued with the Company and extended their*full
support during this difficult period. We also convey our thanks to our
esteemed shareholders for their continued support and encouragement.
For and on behalf of the Board
SO/
Place: Faridabad Inder Mohan Sakhuja
Date: 11st August, 2010 Chairman
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