Directors Report of Krishna Filament Industries Ltd.

Mar 31, 2024

Your Directors present the Thirty Sixth Annual Report of your Company together
with the Audited Accounts for the year ended March 31, 2024.

Financial Performance

(Rs. in Lakhs!

Description

Financial Year

Financial Year

2023-24

2022-23

Revenue from Operations

-

-

Other Income

7.05

15.06

Profit/Loss before Depreciation, Finance costs,
Exceptional items and Tax Expense

(2.21)

2.72

Less: Depreciation/Amortization/Impairment

-

-

Profit/Loss before Finance costs, Exceptional
items and Tax Expense

(2.21)

2.72

Less: Finance Costs

-

-

Profit/Loss before Exceptional items and Tax
Expense

(2.21)

2.72

Add/(less): Exceptional items

-

-

Profit/Loss before Tax Expense

(2.21)

2.72

Less: Tax Expense (Current & Deferred)

-

-

Profit/Loss for the year (1)

(2.21)

2.72

Total Comprehensive Income/loss(2)

-

-

Total (1 2)

(2.21)

2.72

Balance of profit/loss for earlier years

-

-

Less: Transfer to Debenture Redemption Reserve

-

-

Less: Transfer to Reserves

-

-

Less: Dividend paid on Equity Shares

-

-

Less: Dividend Distribution Tax

-

-

Balance carried forward

-

-

Earnings per share (EPS) of Re. 1/- each

0.03

0.03

Operations & State of Company''s affairs:

During the year there was no operation in the company due to unavoidable
circumstances beyond the control of the Company. There was no change in nature
of business of the Company, during the year under review.

Dividend

In view of the carried forward losses incurred by the Company over the years, your
directors regret their inability to declare any dividend on equity shares of the
Company. Further there were no unclaimed dividend and shares liable to transfer to
Investor Education and Protection Fund Authority (IEPF).

Transfer to reserves

The Board of Directors has not recommended transfer of any amount to reserves.

Share Capital

The paid up Equity Share Capital as at March 31, 2024 stood at Rs.778.63 lakhs.
During the year under review, the Company has not issued shares with differential
voting rights nor granted any stock options or sweat equity shares. As on March 31,
2024 none of the Directors of the Company hold instruments convertible into
equity shares of the Company.

During the year under review, there were no instances of non-exercising of voting
rights in respect of shares purchased directly by employees under a scheme
pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share
Capital and Debentures) Rules, 2014.

Subsidiaries, Associates & loint Ventures

The Company does not have any Subsidiary, Joint venture or Associate Company.
Corporate Governance

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the compliance with the corporate governance provisions as specified in
regulation 17, 17A, 18, 19, 20, 21, 22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i)
and (t) of sub - regulation (2) of regulation 46 and para C, D and E of Schedule V is
not applicable to the company as the Paid up equity capital and net worth of the
Company doesn''t exceed Rs.10 crores and Rs.25 crores respectively as on the last
date of the previous financial year. Accordingly, we have not attached separate report
on Corporate Governance in this Annual Report provided.

Directors and Key Managerial Personnel

All Independent Directors have given declaration that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013 and
SEBI Listing Obligations. During the year, non-executive directors of the Company
had no pecuniary relationship or transactions with the Company.

Mr. Bhupat Savajibhai Chaniyara (DIN: 10327428) retires by rotation at the ensuing
Annual General Meeting and being eligible offers himself for reappointment.
Accordingly, his re-appointment forms part of the notice of the ensuing Annual
General Meeting. During the financial year, Key Managerial Personnel in the
Company were Mr. Bhupat Savajibhai Chaniyara, Executive Director & CEO, Mr.
Jagdish Zalavadia, Executive Director & CFO and Mr. Sumit Gupta, Company
Secretary & Compliance Officer. The appointment of the directors was confirmed
by the shareholders at their extra-ordinary general meeting held on 09.01.2024.

Dureing the year under review, Mr. Vikas Poddar, Executive Director & CEO, Lunkaran Kyal,
Executive Director & CFO and Mr. Tejas Trivedi, Company Secretary & Compliance
Officer had resigned effective from 11.10.2023 and 31.05.2024.

Director''s Responsibility Statement

Your Directors state that:

(a) in the preparation of the annual financial statements for the year ended March
31, 2024, the applicable accounting standards have been followed and there
are no material departures;

(b) 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 Profit & loss of the Company for the year
ended on that date;

(c) the Directors have taken proper and sufficient care for maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

(d) the annual accounts have been prepared on a going concern basis;

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

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

Public Deposits

The Company has not accepted or renewed any amount falling within the purview
of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the
Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence,
the requirement for furnishing details of deposits which are not in compliance with the
Chapter V of the Act is not applicable.

Reporting of Fraud by Auditors

During the year under review there are no instance of any fraud reported by
Statutory Auditor or Secretarial Auditor under Section 143(12) of the Companies
act, 2013, by the Company or any fraud on the Company buy its officers or
employee, the details of which is needed to disclosed in the Board''s Report.

Disclosures under Section 135f3)fl) of the Companies Act, 2013

No material changes and commitments which could affect the Company''s financial
position have occurred between the end of the financial year of the Company and
date of this report.

Extract of Annual Return

Extract of the Annual Return in form MGT-9, as required under Section 92(3) of the
Companies Act, 2013 is included in this Report as "
Annexure A” and forms an
integral part of this Report.

Conservation of energy, technology absorption, foreign exchange earnings and
outg
o

In accordance with the provisions of Section 135 of the Companies Act, 2013 read
with the Companies (Accounts) Rules, 2014, required information relating to the
conservation of energy, technology absorption and foreign exchange earnings and
outgo is given in the "
Annexure B” to the Directors’ Report.

Corporate Social Responsibility

As on March 31, 2024, the provisions of Corporate Social Responsibility is not
applicable to your Company.

Auditors:

Statutory Auditors

Pursuant to the provisions of Section 139 and other applicable provisions, if any, of
the Companies Act, 2013 and the rules framed there under, as amended from time
to time, M/s. P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No.
117940W) was appointed as the Statutory Auditors of the Company by the members
in the AGM held on September 30, 2023 to hold office for a period of 1 year till the
conclusion of 36th AGM. The firm has confirmed their eligibility under Section 141
of the Companies Act, 2013 and the rules framed thereunder for continuing as
Auditors of the Company.

In terms of the provisions of the Companies Act, 2013 read with the Rules made
thereunder, the Board of Directors at their meeting held on 01.08.2023 had
appointed M/s. P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No.
117940W) as the Statutory Auditors for the Financial Year 2023-24 . Therefore, it is proposed
to appoint the P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No.
117940W) as the Statutory Auditors for the Financial Year 2024-25 as set out in the Notice of
the 36th Annual General Meeting of the Company.

The Auditor''s Report issued for the year ended March 31, 2024 does not contain
any qualification, reservation or adverse remark and is prepared as per “Ind-AS.”
and form part of this Annual Report.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and
Regulation 24A of SEBI (Listing Obligations & Disclosures Requirements)
Regulation, 2015, the Company is not required to conduct the Secretarial audit for
the financial year ended March 31, 2023.

Related Party Transactions

The Company has not entered into any related party transactions with Promoters,
Directors, Key Managerial Personnel or other designated persons during the year
under review. Your Directors draw attention of the members to note no. 19 of the
financial statement which sets out related party disclosures.

Risk Management

The Company has laid down the procedures to inform to the Board about the risk
assessment and minimization procedures and the Board has formulated Risk
management policy.

Internal Financial Control

The Company has in place adequate internal financial controls with reference to
financial statements. During the year under review, no material or serious observation
has been observed for inefficiency or inadequacy of such controls.

Vigil Mechanism

The Company has put in place a system through which the Directors and employees
may report concerns about unethical behavior, actual or suspected fraud or
violation of the Company''s Code of Conduct and Ethics without fear of reprisal. The
employees and directors may report to the Compliance officer and have direct
access to the Chairman of the Audit Committee.

Board Meetings

During the Financial year, total 5 (five) meetings of the Board of Directors were
held i.e. on May 30, 2023, August 12, 2023, October 11, 2023, November 08, 2023
and February 10, 2024 respectively.

Audit Committee

The Board has well-qualified Audit Committee as per the provision of Companies
Act, 2013 and SEBI LODR. As on March 31, 2024, it comprises of Mr. Jagdish Zalavadia,
Chairman, Mr. Bhupat Chaniyara, Member and Mr. Madan Pandey, Member.

During the year under review, the Committee met 4 (four) times May 30, 2023,
August 12, 2023, November 08, 2023 and February 10, 2024 respectively.

Nomination & Remuneration Committee

The Company has constituted Nomination & Remuneration Committee as per the
provisions of the Companies Act, 2013 and SEBI LODR. As on March 31, 2024 the
Committee consists of Mr. Bhupat Chaniyara, Chairman, Mr. Jagdish Zalavadia, Member
and Mr. Madan Pandey, Member.

During the year under review, the Committee met 2 (two) times on August 21, 2023
and October 11, 2023.

Nomination & Remuneration Policy

The Board has in accordance with the provisions of sub-section (3) of Section 178
of the Companies Act, 2013, formulated the policy setting out the criteria for
determining qualifications, positive attributes, independence of a Director and
policy relating to remuneration for Directors, Key Managerial Personnel and other
employees.

Board Evaluation

The Board has carried out an annual performance evaluation of its own
performance, the directors individually as well as the evaluation of the working of
its various committees. During the year under review, Separate meeting of the
Independent Directors was held to review the performance of Non-Independent
Directors, Chairman and the Board as whole.

Stakeholders'' Relationship Committee

The Stakeholders'' Relationship Committee is constituted pursuant to Section 178 of
the Companies Act, 2013. As on March 31, 2024 the Committee consists of Mr.
Bhupat Chaniyara, Chairman, Mr. Jagdish Zalavadia, Member and Mr. Madan, Pandey,
Member.

During the year under review, the Committee met 1 (One) time on November 08,
2023.

All share transfer work of the Company is carried out by the Company''s Share
Transfer Agents M/s. Link Intime India Private Ltd., C-101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.

The “SCORES” website of SEBI for redressing of Grievances of the investors is
being visited at regular intervals by the Compliance officer and there are no
pending complaints registered with SCORES for the financial year ended on March
31, 2024.

Significant and material orders passed by the regulators or courts

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

The Company has complied with the requisite regulations relating to capital
markets. During the last 3 years BSE has imposed penalty and the details of fine/
penalty imposed are as follows:

Financial Year

Fine (in Rs.)

For FY 2021-22

9,440

For FY 2022-23

34,220

For FY 2023-24

Nil

Whistle Blower Policy

The Company has adopted whistle blower policy and has established the
necessary vigil mechanism for directors and employees to report concerns about
unethical behavior. No person has been denied access to the Chairman of the
Audit Committee.

Disclosure under the sexual harassment of women at workplace (Prevention,
Prohibition and Redressal) Act, 2013

The Company has not received any complaint pursuant to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Disclosure of Accounting Treatment

The Company has followed the treatment laid down in the Accounting Standards
prescribed by the Institute of Chartered Accountants of India, in the preparation of
financial statements. No deviation is made in following the same.

Particulars of loans, guarantees or investments

During the year under review, the Company has not made any loans or given
guarantees. For investments which are governed by the provisions of section 186
ofthe Companies Act, 2013, please refer notes to financial statements.

Familiarization programmes for Directors

The Board members are provided with necessary documents/brochures, reports
and internal policies to enable them to familiarize with the Company''s procedures
and practices.

Disclosure under Section 197(12) of the Companies Act, 2013 and other
disclosures as per rule 5 of Companies (Appointment & Remuneration) Rules,
2014

During the year under review, there were no employees of the Company drawing
remuneration exceeding the specified limit under the said section, hence the details
prescribed under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
are not applicable. The Directors of the Company does not draw any remuneration
from the Company. Hence, the disclosure under Section 197(12) read with Rule 5(1)
of the Companies Act, 2013 are not furnished.

Management Discussion and Analysis

During the year, there was no operation in the Company due to unavoidable
circumstances beyond the control of the Company. The Company regularly
identifies reviews and assesses such risk and decides appropriate guideline for
mitigating the same. The Company has instituted adequate internal control
procedure commensurate with the nature of its business and the size of its
operations. Internal audit is conducted at regular intervals.

Transparency refers to sharing information and acting in an open manner.
Processes and information are directly accessible to those concerned with them,
and enough information is provided to understand and monitor them. Your
company believes in total transparency in sharing information about its business
operations with all its stakeholders. Your Company strives to provide maximum
possible information in this report to keep the stakeholders updated about the
Company from time to time.

Acknowledgements

Your Directors wishes to thank the Company''s members and esteemed business
associates for their valued contributions and support.

For and on behalf of the Board

Mr. Bhupat Chaniyara Jagdish Zalavadia

Executive Director & CEO Executive Director & CFO

(DIN:10327428) (DIN: 10327440)

Place: Boisar
Date: May 24, 2024


Mar 31, 2015

Dear Members,

Your Directors present the Twenty-Seventh Annual Report of your Company together with the Audited Accounts for the year ended 31st March 2015.

Financial Performance

(Rs. in Lakhs)

Year Ended Year Ended Description 31-03-2015 31-03-2014

Other Income 0.09 3.750.09

Profit before Interest, Depreciation & Tax (7.68) 3.711.83

Interest - -

Profit/(Loss) before Depreciation and Tax (7.68) 3,711.83

Depreciation - -

Profit/(Loss) before Tax & Provisions (7.68) 3,711.83

Add: Interest written back - -

Provision for Tax (2,01.41) Nil

Profit/(Loss) after Tax (2,09.09) 3,711.83

Add : Non-operating loss Nil Nil

Add : Surplus b/f from the previous year (28.794.62) (32,506.44)

Balance carried forward to Balance Sheet (29,003.71) (28,794.62)

Operations & State of Company's affairs

During the year there was no manufacturing operation at plant of the company due to unavoidable circumstances beyond control of the Company.

There was no change in nature of business of the Company, during the year under review.

Dividend

In view of the losses incurred by the Company during the year under review, your directors regret their inability to declare any dividend on equity shares of the Company.

Transfer to reserves

The Board of Directors has not recommended transfer of any amount to reserves.

Share Capital

The paid up Equity Share Capital as at March 31, 2015 stood at 778.63 Lakhs. During the year under review, the Company has not issued shares with differential voting rights nor granted any stock options or sweat equity shares. As on March 31,2015 none of the Directors of the Company hold instruments convertible into equity shares of the Company.

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

Subsidiaries, Associates & Joint Ventures

The Company does not have any Subsidiary, Joint venture or Associate Company.

Corporate Governance

Pursuant to SEBI Circular CIR/CFD/POL1CY CELL/7/2014 dated 15,h September, 2014, compliance with the provisions of Clause 49 is not mandatory to your company as the Paid up equity capital and net worth of the Company doesn't exceed Rs. 10 crore and Rs. 25 crore respectively as on the last date of the previous financial year.

Directors

Mr. Sushil Agarwal (DIN 00158237) was appointed as an Additional Independent Director on the Board of the Company w.e.f. 14th October, 2014, The resolution seeking approval of the Members for the appointment of Mr. Sushil Agarwal has been incorporated in the notice of the forthcoming Annual General Meeting of the Company along with brief details about him. I he Company has received a notice under Section 160 of the Act along with requisite deposit proposing his appointment.

Mr. Lunkaran Kyal (DIN 01184750) and Ms. Vandana Kayai (DIN 03265290) were appointed as an Additional Independent Director on the Board of the Company w.e.f. 14th October, 2014. The resolution seeking approval of the Members for the appointment of Mr. Lunkaran Kyal and Ms. Vandana Kayai has been incorporated in the notice of the forthcoming Annual General Meeting of the Company along with brief details about them.

The Company has received a notice under Section 160 of the Act along with requisite deposit proposing their appointment.

All Independent Directors have given declaration that they meet the criteria of independence as laid down under Section 149 (6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement. During the year, non-executive directors of the Company had no pecuniary relationship or transactions with the Company.

Mr. Krishnakumar Agarwal (DIN 00093874) and Mrs. Amita Agarwal (DIN 00209581) Directors of the Company resigned from the Board w.e.f. 14lh October, 2014.

Director's Responsibility Statement

Your Directors state that:

(a) in the preparation of the annual financial statements for the year ended March 31. 2015, the applicable accounting standards have been followed and there are no material departures;

(b) 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, 2015 and of the Profit & loss of the Company for the year ended on that date;

(c) the Directors have taken proper and sufficient care for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the annual accounts have been prepared on a going concern basis;

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

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

Public Deposits

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing details of deposits which are not in compliance with the Chapter V of the Act is not applicable.

Disclosures under Section 134(3)(1) of the Companies Act, 2013

No material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the Company and date of this report. During the year under review, there was no manufacturing operation at plant of the company due to unavoidable circumstances beyond control of the Company; hence the Company has incurred loss of 209.10 lakhs.

Conservation of energy, technology absorption, foreign exchange earnings and outgo

In accordance with the provisions of Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, required information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo is given in the "Annexure A" to the Directors' Report.

Corporate Social Responsibility

As on 31 March 2015, provision of Corporate Social Responsibility is not applicable to your Company.

Extract of Annual Return

Extract of the Annua! Return in form MGT 9, as required under Section 92(3) of the Companies Act, 2013 is included in this Report as "Annexure B" and forms an integral part of this Report.

Auditors:

Statutory Auditors

Pursuant to the provisions of Section 139 of the Act and rules framed thereunder, M/s. B.N Kedia & Co, Chartered Accountants, were appointed as Statutory Auditors of the Company from the conclusion of the twenty sixth annual general meeting (AGM) of the Company till the conclusion of AGM to be held in the year 2019, subject to ratification of their appointment at every AGM. They have confirmed their eligibility and submitted the Certificate in writing that their appointment, if ratified, would be within the prescribed limit under the Act and they are not disqualified for re-appointment.

The Auditor's Report does not contain any qualification, reservation or adverse remark.

A Resolution seeking member's approval for ratification of appointment of Statutory Auditor forms part of the Notice convening the Annual General Meeting.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the rules made thereunder, the Company has appointed M/S. P.P.Shah & Co., a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report in Form MR-3 is annexed herewith as "Annexure C".

Related Party Transactions

The Company has not entered into any related party transactions with Promoters, Directors, Key Managerial Personnel or other designated persons.

Your Directors draw attention of the members to notes to the financial statement which sets out related party disclosures.

Risk Management

The Company has laid down the procedures to inform to the Board about the risk assessment and minimization procedures and the Board has formulated Risk management policy.

Internal Financial Control

The Company has in place adequate internal financial controls with reference to financial statements. During the year under review, no material or serious observation has been observed for inefficiency or inadequacy of such controls.

Vigil Mechanism

The Company has put in place a system through which the Directors and employees may report concerns about unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct & Ethics without fear of reprisal. The employees and directors may report to the Compliance officer and have direct access to the Chairman of the Audit Committee.

Board Meetings

During the Financial vear, total 4 (Four) meetings of the Board of Directors were held on 30th May, 2014, 14th August, 2014, 05th November, 2014 and 13th February, 2015 respectively.

Audit Committee

The Board has well-qualified Audit Committee with majority of Independent Directors including Chairman. As on 31st March 2015, it comprises of Ms. Neha Kainth (Chairman of Committee), Mr. Sushil Agarwal and Mr. Lunkaran Kyal.

Nomination & Remuneration Policy

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and other employees. The detail of the same has been disclosed in the Corporate Governance report.

Board Evaluation

The Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its various committees.

Significant and material orders passed by the regulators or courts

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

Particulars of loans, guarantees or investments

During the year under review, the Company has not made any loans, guarantees and investments which are governed by the provisions of section 186 of the Companies Act, 2013.

Disclosure under Section 197(12) of the Companies Act, 2013 and other disclosures as per rule 5 of Companies (Appointment & Remuneration) Rules, 2014

During the year under review, the Company does not have any employee. The Directors of the Company does not draw any remuneration from the Company. Hence, the disclosure under Section 197(12) of the Companies Act, 2013 and other disclosures as per rule 5 of Companies (Appointment & Remuneration) Rules, 2014 are not furnished.

Acknowledgements

Your Directors wishes to thank the Company's members and esteemed business associates for their valued contributions and support.

For and on behalf of the Board,

Place : Boisar Date : 29/05/2015 Director Director (DIN 01 184750) (DIN 03265290)


Mar 31, 2014

To The Members,

The Directors present the Twenty-Sixth Annual Report of your Company together with the Audited Accounts for the year ended 31st March 2014.

Financial Results

(Rupee in Lakhs) Year Ended Year Ended Description 31-03-2014 31-03-2013

Other Income 3750.09 0.075

Profit before Interest, Depreciation & Tax 3711.83 (27.63)

Interest - -

Profit/(Loss) before Depreciation and Tax 3711.83 (27.63)

Depreciation - -

Profit/(Loss) before Tax & Provisions 3711.83 (27.63)

Add: Interest written back - -

Provision for Tax Nil Nil

Profit/(Loss) after Tax 3711.83 (27.63)

Add : Non-operatin loss Nil Nil

Add : Surplus b/f from the previous year (32506.44) (32478.81)

"Balance carried forward to Balance Sheet (28794.62) (32506.44)



Dividend

In view of the losses incurred by the Company during the year under review, your directors regret their inability to declare any dividend on equity shares of the Company.

Operations and Outlook

During the year there was no manufacturing operation at plant of the company due to unavoidable circumstances beyond control of the company.

Directors

In accordance with the Companies Act, 1956 and the Articles of Association of the Company, Mr. Krishnakumar Agarwal, retires by rotation at the conclusion of ensuing Annual General Meeting and being eligible, offers himself for reappointment.

Directors'' Responsibility Statement

As required by section 217(2AA) of the companies Act, 1956, your director''s state:

- that in the preparation of annual accounts, for the year ended 31st March 2014, the applicable accounting standards have been followed along with proper explanations relating to material departures.

- that the directors had 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 financial year and of the loss of the company for that year;

- that the directors had 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 irregularity;

- that the directors had prepared the annual accounts for the year ended 31st March 2014, on a going concern basis.

Corporate governance

Pursuant to Clause 49 of the Listing Agreement a separate report on Corporate Governance and a certificate from the Mr. P.P.Shah & Co., Practicing Company Secretaries regarding compliance of the conditions of Corporate Governance are annexed to the Directors Report.

Auditors

M/s. B.N.Kedia & Co., Chartered Accountants, Who are Statutory Auditors of the Company, hold office in accordance with the provisions of the Act up to the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment.

The Notes to the Accounts referred to in the annual report are self explanatory and therefore do not call for any further explanation.

Particulars of Employees

There were no employees drawing a salary in excess of the limit prescribed under Section 217(2 A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

Conservation of Energy, Technological Absorption, Foreign Exchange Earnings and Outgo In accordance with the provisions of Section 217(1) (e) of the Companies Act, 1956, the required information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo is annexed to this report.

Acknowledgements

The Board of Directors wishes to thank the Company''s members and esteemed business associates for their valued contributions and support.

By Order of the Board of Directors For MAVI INDUSTRIES LIMITED

Place : Betegaon Date : 30/05/2014 DIRECTOR DIRECTOR

Registered Office : Betegaon Village, Boisar (E), Tal. Palghar, Dist. Thane - 401 501. CINNo: L25200MH1988PLC048178 Email: [email protected] Tel No: 02525 271 881


Mar 31, 2013

To The Members,

The Directors present the Twenty-Fifth Annual Report of your Company together with the Audited Accounts for the year ended 31st March 2013.

Financial Results

(Rupee in Lakhs)

Year Ended Year Ended

Description 31-03-2013 31-03-2012

Other Income 0.075 0.12

Profit before Interest, Depreciation & Tax (27.63) (6.79)

Interest - -

Profit/(Loss) before Depreciation and Tax (27.63) (6.79)

Depreciation - -

Profit/(Loss) before Tax & Provisions (27.63) (6.79)

Add: Interest written back - -

Provision for Tax_ Nil Nil

Profit/(Loss) after Tax (27.63) (6.79)

Add : Non-operating loss Nil Nil

Add : Surplus b/f from the previous year (32478.81) (32472.01)

Balance carried forward to Balance Sheet (32506.44) (32478.81)

Dividend

In view of the losses incurred by the Company during the year under review, your directors regret their inability to declare any dividend on equity shares of the Company.

Operations and Outlook

During the year there was no manufacturing operation at plant of the company due to unavoidable circumstances beyond control of the company.

Directors

In accordance with the Companies Act, 1956 and the Articles of Association of the Company, Mrs. Amita Agarwal, retires by rotation at the conclusion of ensuing Annual General Meeting and being eligible, offers herself for reappointment.

Directors'' Responsibility Statement

As required by section 217(2AA) of the companies Act, 1956, your director''s state:

- that in the preparation of annual accounts, for the year ended 31st March 2013, the applicable accounting standards have been followed along with proper explanations relating to material departures.

- that the directors had 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 at the end of financial year and of the loss of the company for that year;

- that the directors had 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 irregularity;

- that the directors had prepared the annual accounts for the year ended 31st March 2013, on a going concern basis.

Corporate governance

Pursuant to Clause 49 of the Listing Agreement a separate report on Corporate Governance and a certificate from the Mr.Pradip C. Shah, FCS, Practicing Company Secretary regarding compliance of the conditions of Corporate Governance are annexed to the Directors Report.

Auditors

M/s. B.N.Kedia & Co., Chartered Accountants, Statutory Auditors of the Company, will retire at the conclusion of the ensuing Annual General Meeting and, being eligible, offer themselves for reappointment. The Company has received a certificate from the Auditors to the effect that their reappointment, if made, would be in accordance with the limits specified under Section 224(1 B) of the Companies Act, 1956.

The Board recommends their re-appointment.

The Notes to the Accounts referred to in the annual report are self explanatory and therefore do not call for any further explanation.

Particulars of Employees

There were no employees drawing a salary in excess of the limit prescribed under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

Conservation of Energy, Technological Absorption, Foreign Exchange Earnings and Outgo

In accordance with the provisions of Section 217(1) (e) of the Companies Act, 1956, the required information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo is annexed to this report.

Acknowledgements

The Board of Directors wishes to thank the Company''s members and esteemed business associates for their valued contributions and support.

By Order of the Board of Directors

For MAVI INDUSTRIES LIMITED

Place: Betegaon

Date : 20/05/2013 DIRECTOR DIRECTOR

Registered Office:

Betegaon Village, Boisar (E),

Tal. Palghar,

Dist. Thane - 401 501.


Mar 31, 2011

The Directors present the Twenty-Third Annual Report of your Company together with the Audited Accounts for the year ended 31st March 2011.

Financial Results

(Rupee in Lakhs) Year Ended Year Ended

Description 31-03-2011 31-03-2010

Other Income 6.73 70.23

Profit before Interest, Depreciation & Tax (6.95) 52.45

Interest 0.02526 0.00719

Profit/(Loss) before Depreciation and Tax (6.98) 52.44

Depreciation 2.97 27.33

Profit/(Loss) before Tax & Provisions (9.95) 25.11

Add: Interest written back 865.91

Provision for Tax Nil Nil

Profit/Loss) after Tax (9.95) 891.03 Add : Non-operating loss Nil Nil

Add : Surplus b/f from the previous year (32462.06) (33353.09)

"Balance carried forward to Balance Sheet (32472.01) (32462.06)

Dividend

In view of the losses incurred by the Company during the year under review, your directors regret their inability to declare any dividend on equity shares of the Company.

Operations and Outlook

During the year there was no manufacturing operation at plant of the company due to unavoidable circumstances beyond control of the company.

Directors

In accordance with the Companies Act ,1956 and the Articles of Association of the Company, Mrs. Amita Agarwal , retires by rotation at the conclusion of ensuing Annual General Meeting and being eligible, offers herself for reappointment.

Directors' Responsibility Statement

As required by section 217(2AA) of the companies Act, 1956, your directors state:

- that in the preparation of annual accounts, for the year ended 31st March 2011, the applicable accounting standards have been followed along with proper explanations relating to material departures except AS 5 with respect to secured loan liability w/back on settlement of secured loans, amounting to Rs.3.56 crores, which should have routed through profit & Loss Account instead of directly crediting to General Reserve

- that the directors had 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 at the end of financial year and of the loss of the company for that year;

- that the directors had 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 irregularity;

- that the directors had prepared the annual accounts for the year ended 31st March 2011, on a going concern basis.

Corporate governance

Pursuant to Clause 49 of the Listing Agreement a separate report on Corporate Governance and a certificate from the Mr.Pradip C. Shah, FCS, Practicing Company Secretary regarding compliance of the conditions of Corporate Governance are annexed to the Directors Report.

Auditors

M/s. B.N.Kedia & Co., Chartered Accountants, Statutory Auditors of the Company, will retire at the conclusion of the ensuing Annual General Meeting and, being eligible, offer themselves for reappointment. The Company has received a certificate from the Auditors to the effect that their reappointment, if made, would be in accordance with the limits specified under Section 224(1 B) of the Companies Act, 1956.

The Board recommends their re-appointment.

The Notes to the Accounts referred to in the annual report are self explanatory and therefore do not call for any further explanation.

Auditors' Report -

The observations and qualifications made by auditors in the Auditors' Report are explained as under:

- With reference to point no. 2 (d) in the Auditor' Report, the company has not complied with AS 5 with respect to secured loan liability w/back on settlement of secured loans , amounting to Rs.3.56 crores, which should have routed through profit & loss Account instead of directly crediting to General Reserve.

- With reference to point no. 2 (g) in the Auditors' Report, the net worth of the company is fully eroded due to heavy losses and financial institutions and Bankers of the Company have already recalled the credit facilities extended to the company

Particulars of Employees

There were no employees drawing a salary in excess of the limit prescribed under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

Conservation of Energy, Technological Absorption, Foreign Exchange Earnings and Outgo

In accordance with the provisions of Section 217(1) (e) of the Companies Act, 1956, the required information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo is annexed to this report.

Acknowledgements

The Board of Directors wishes to thank the Company's members and esteemed business associates for their valued contributions and support.

By Order of the Board of Directors

For MAVI INDUSTRIES LIMITED

Place: Betegaon

Date : 02/09/2011 DIRECTOR

Registered Office:

Betegaon Village, Boisar (E),

Tal. Palghar,

Dist. Thane - 401 501.


Mar 31, 2010

The Directors present the Twenty-Second Annual Report of your Company together with the Audited Accounts for the year ended 31st March 2010.

Financial Results (Rupee in Lakhs)

Year Ended Year Ended Description 31-03-2010 31-03-2009

Other Income 70.23 20.52

Profit before Interest,

Depreciation &

Tax 52.44719 (34.65)

Interest 0.00719 82.59

Profit/(Loss) before Depreciation and Tax 52.44 (117.24)

Depreciation 27.33 54.37

Profit7(Loss) before Tax & Provisions 25.11 (171.61)

Provision for Diminution in Value of Investment Nil Nil

Provision for Doubtful Debts Nil Nil

Provision for Tax Nil Nil

Profit/(Loss) after Tax 25.11 (171.61)

Add : Non-operating loss Nil Nil

Add : Prior period and extra ordinary items 865.91 22227.97

Add : Surplus b/f from the previous year (33353.09) (55409.45)

Surplus / Deficit 891.02 (22056.36)

Balance carried forward to Balance

Sheet | (32462.07) (33353.09)

Dividend

In view of the losses incurred by the Company during the year under review, your directors regret their inability to declare any dividend on equity shares of the Company.

Operations and Outlook

During the year there was no manufacturing operation at plant of the company due to unavoidable circumstances beyond control of the company.

Directors

In accordance with the Companies Act ,1956 and the Articles of Association of the Company, Ms. Julie Jani, retires by rotation at the conclusion of ensuing Annual General Meeting and being eligible, offers herself for reappointment.

Directors Responsibility Statement

As required by section 217(2AA) of the companies Act, 1956, your directors state:

that in the preparation of annual accounts, for the year ended 31st March 2010, the applicable accounting standards have been followed along with proper explanations relating to material departures except as with respect to secured loan liability w/back on settlement of secured loans, amounting to Rs. 10.80 crores, which should have routed through profit & Loss Account instead of directly crediting to General Reserve

that the directors had 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 financial year and of the loss of the company for that year;

that the directors had 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 irregularity;

that the directors had prepared the annual accounts for the year ended 31st March 2010, on a going concern basis.

Corporate governance

Pursuant to Clause 49 of the Listing Agreement a separate report on Corporate Governance and a certificate from the Mr.Pradip C. Shah, FCS, Practicing Company Secretary regarding compliance of the conditions of Corporate Governance are annexed to the Directors Report.

Auditors

M/s. B.N.Kedia & Co., Chartered Accountants, Statutory Auditors of the Company, will retire at the conclusion of the ensuing Annual General Meeting and, being eligible, offer themselves for reappointment. The Company has received a certificate from the Auditors to the effect that their reappointment, if made, would be in accordance with the limits specified under Section 224(1 B) of the Companies Act, 1956.

The Board recommends their re-appointment.

The Notes to the Accounts referred to in the annual report are self explanatory and therefore do not call for any further explanation.

Auditors Report -

The observations and qualifications made by auditors in the Auditors Report are explained as under:

With reference to point no. 2 (d) in the Auditor Report, the company has not complied with AS 5 with respect to secured loan liability w/back on settlement of secured loans , amounting to Rs. 10.80 crores, which should have routed through profit & loss Account instead of directly crediting to General Reserve.

With reference to point no. 2 (g) in the Auditors Report, the net worth of the company is fully eroded due to heavy losses and financial institutions and Bankers of the Company have already recalled the credit facilities extended to the company

With reference to point No. 2 (h) in the Auditors Report, No provision has been made for Interest on working capital loans, the liability for which remains to be ascertained.

Particulars of Employees

There were no employees drawing a salary in excess of the limit prescribed under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

Conservation of Energy, Technological Absorption, Foreign Exchange Earnings and Outgo

In accordance with the provisions of Section 217(1) (e) of the Companies Act, 1956, the required information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo is annexed to this report.

Acknowledgements

The Board of Directors wishes to thank the Companys members and esteemed business associates for their valued contributions and support.

By Order of the Board of Directors

For MAVI INDUSTRIES LIMITED

Place: Betegaon

Date : 03/09/2010

DIRECTOR

DIRECTOR

Registered Office :

Betegaon Village, Boisar (E),

Tal. Palghar,

Dist. Thane-401 501.

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