To
The Members,
Your Directors have pleasure in presenting their 24th Annual
Report on the business and operations of the Company together with the Audited Financial
Statements for the financial year ended 31st March, 2025.
FINANCIAL PERFORMANCE OF THE COMPANY:
(Amount in Lakhs)
Particulars |
Standalone |
Consolidated |
| Figures as at the end of
current reporting period |
Figures as at the end of
previous reporting period |
Figures as at the end of
current reporting period |
Figures as at the end of
previous reporting period |
Revenue from Operations |
3,581.90 |
1,653.05 |
10,425.16 |
8,025.02 |
Other Income |
5.26 |
0.37 |
39.25 |
12.63 |
(a)Total Revenue |
3,587.16 |
1,653.42 |
10,464.42 |
8,037.65 |
Less : Administrative &
Other Expenses |
|
|
|
|
Purchase of Stock in Trade |
3,502.55 |
1,333.11 |
8,477.27 |
4,749.12 |
Changes in inventories of
finished goods, work-inprogress and stock-in-trade |
(220.27) |
121.30 |
(222.28) |
1,039.66 |
Depreciation & Amortization |
3.00 |
3.06 |
23.56 |
28.19 |
Employee Benefit Expenses |
18.18 |
19.39 |
38.65 |
42.33 |
Finance Expenses |
10.47 |
57.82 |
59.16 |
60.16 |
Other expenses |
142.94 |
53.66 |
296.35 |
184.92 |
(b)Total Expense |
3,456.86 |
1,588.34 |
8,672.72 |
6,104.39 |
(c)Profit / (Loss) before Tax (a-b) |
130.30 |
65.08 |
1,791.70 |
1,933.25 |
Less: Tax Expense |
|
|
|
|
Current Tax |
32.68 |
16.41 |
352.51 |
344.55 |
Deferred Tax |
0.12 |
(0.02) |
(1.04) |
(0.55) |
Profit After Tax |
97.50 |
48.69 |
1,440.23 |
1,589.25 |
Basic Earnings Per Share |
1.99 |
1.00 |
29.43 |
32.48 |
Diluted Earnings Per Share |
1.99 |
1.00 |
29.43 |
32.48 |
FINANCIAL HIGHLIGHTS
The Company's total Revenue (Standalone) for F.Y 2024-25 was Rs.
3,587.16 lakhs as compared with Rs. 1,653.42 lakhs during the previous year and net profit
after tax of Rs. 97.50 lakhs compared with Rs. 48.69 lakhs during the last year.
The Company's total Revenue (Consolidated) for F.Y 2024-25 was Rs.
10,464.42 lakhs as compared with Rs. 8,037.65 lakhs during the previous year and net
profit after tax of Rs. 1,440.23 lakhs compared with Rs. 1,589.25 lakhs during the last
year.
CHANGE IN THE NATURE OF BUSINESS:
There has been no change in the business of the Company during the year
under review. DIVIDEND/ TRANSFER TO RESERVES:
The Directors do not recommend any dividend for financial year ended 31st
March, 2025 to conserve the resources.
Also, there has been no transfer to general reserves and the Company
would like to retain its profit this year to strengthen its business.
ANNUAL RETURN:
In accordance with Section 92(3) and 134(3)(a) of the Companies Act,
2013 (hereinafter referred to as "Act") read with the Companies
(Management and Administration) Rules, 2014, the Annual Return as on 31st
March, 2025 is available on the Company's website https:/ / foceindia.com/
SHARE CAPITAL:
Authorized Share Capital:
The Authorized Share Capital of the Company is Rs. 12,00,00,000/-
(Rupees Twelve Crores Only) divided into 1,20,00,000 (One Crore Twenty Lakhs) equity
shares of Rs. 10/- (Rupees Ten) each as on 31st March, 2025.
At the AGM held on 30.09.2024, Company has taken shareholders approval
for increase in authorized share capital from Rs. 5,52,00,000/- (Rupees Five-Crores
Fifty-Two Lakh Only) to Rs. 55,00,00,000/- (Rupees Fifty-Five Crore Only).
However, at the meeting held on 20.12.2024, board has discussed the
proposal for rectification of Authorised Share Capital, for the above shareholders
approval taken on 30.09.2024. The reason for proposal for rectification required in
Authorised Capital is in the view of saving additional cost to the company on increase in
Authorised Capital as per the earlier resolution passed by Board and shareholders, this
will be in the better interest of the company and its financial liquidity.
However, at the EOGM held on 30.01.2025, Company ratified the aforesaid
resolution passed on 30.09.2024 and taken fresh shareholders approval for increase in
authorized share capital from Rs. 5,52,00,000/- (Rupees Five-Crores Fifty-Two Lakh Only)
to Rs. 12,00,00,000/- (Rupees Twelve Crore Only).
Issued, Subscribed and Paid Up Share Capital:
The issued, subscribed and paid-up share capital of the Company is Rs.
4,89,29,250/- (Rupees Four Crores Eighty Nine Lakhs Twenty Nine Thousand Two Hundred and
Fifty Only) divided into 48,92,925 (Forty Eight Lakhs Ninety Two Thousand Nine Hundred
Twenty Five) equity shares of Rs. 10/- (Rupees Ten Only) each, as on 31st
March, 2025.
During the year under review, the Board at its meeting held on
04.09.2024, had approved a proposal for raising of funds through a Rights Issue of equity
shares. However, the Company has not proceeded with the Rights Issue till date and the
matter remains under consideration.
MANAGEMENT DISCUSSION & ANALYSIS REPORTS:
A detailed report on Management Discussion and Analysis (MDA) Report is
included in this Report as Annexure - 1.
NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:
Dates for Board Meetings are well decided in advance and communicated
to the Board and the intervening gap between the meetings was within the period prescribed
under the Act and the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "Listing
Regulations"). The Agenda and explanatory notes are sent to the Board in advance.
The Board periodically reviews compliance reports of all laws applicable to the Company.
During the year, 5 (Five) Board Meetings were held on following dates.
Sr. No. |
Date of Board Meeting |
No. of Directors eligible
to attend meeting |
No. of Directors attended
the meeting |
1 |
30.05.2024 |
5 |
5 |
2 |
04.09.2024 |
5 |
5 |
3 |
14.11.2024 |
5 |
5 |
4 |
20.12.2024 |
5 |
5 |
5 |
26.12.2024 |
5 |
5 |
BOARD COMMITTEES
In compliance with the requirements of applicable laws and as part of
best governance practices, the Company has constituted following Committees of the Board.
• Audit Committee
• Nomination & Remuneration Committee
• Stakeholders Relationship Committee
• Corporate Social Responsibility Committee
Audit Committee:
Your Company has constituted an Audit Committee as per the applicable
provisions of the Act and Listing Regulations. All members of the Audit Committee possess
strong knowledge of accounting and financial management.
The primary objective of the Audit Committee is to monitor and provide
an effective supervision of the Management's financial reporting process, to ensure
accurate and timely disclosures, with the highest levels of transparency, integrity and
quality of financial reporting.
The composition of the Audit Committee is in conformity with the
provisions of Section 177 of the Act and Regulation 18 of Listing Regulations. The
composition of Audit Committee is as mentioned below:
Name |
Nature |
Designation |
Mr. Lalit Kumar Tapadia |
Chairman |
Non-Executive Independent
Director |
Mrs. Rekha Agarwal |
Member |
Non-Executive Independent
Director |
Mrs. Abhilasha Chaudhary |
Member |
Non-Executive Independent
Director |
Further, during the financial year ended on 31st March,
2025, all the recommendations / suggestions made by Audit Committee have been noted &
implemented by the board.
During the financial year ended on 31st March 2025, 4 (Four)
meetings of the Audit Committee were held on following dates:
Sr. |
Date of Board |
No. of Directors eligible
to |
No. of Directors attended |
No. |
Meeting |
attend meeting |
the meeting |
1 |
30.05.2024 |
3 |
3 |
2 |
04.09.2024 |
3 |
3 |
3 |
14.11.2024 |
3 |
3 |
4 |
26.12.2024 |
3 |
3 |
Nomination and Remuneration Committee:
Your Company has constituted a Nomination & Remuneration Committee
(hereinafter referred to as "NRC") to lay down norms for determination of
remuneration of the executive as well as non-executive directors and executives at all
levels of the Company. The NRC has been assigned to approve and settle the remuneration
package with optimum blending of monetary and non- monetary outlay.
The composition of the NRC is in conformity with the provisions of
Section 178 of the Act and Regulation 19 of Listing Regulations. The composition of NRC is
as mentioned below:
Name |
Nature |
Designation |
Mr. Lalit Kumar Tapadia |
Chairman |
Non-Executive Independent
Director |
Mrs. Rekha Agarwal |
Member |
Non-Executive Independent
Director |
Mrs. Abhilasha Chaudhary |
Member |
Non-Executive Independent
Director |
During the financial year ended on 31st March 2025, 1 (One)
meeting of the Nomination & Remuneration committee were held on 04th
September, 2024 which was attended by all the members of the committee.
Stakeholder's Relationship Committee:
The Stakeholders Relationship Committee (hereinafter referred to as
"SRC") is constituted by the Board of Directors of the Company in
accordance with the provisions of Section 178 of the Act and Regulation 20 of Listing
Regulations.
The composition of SRC is as mentioned below:
Name |
Nature |
Designation |
Mr. Lalit Kumar Tapadia |
Chairman |
Non-Executive Independent
Director |
Mrs. Rekha Agarwal |
Member |
Non-Executive Independent
Director |
Mrs. Abhilasha Chaudhary |
Member |
Non-Executive Independent
Director |
During the financial year ended on 31st March 2025, 4 (Four)
meeting of the SRC were held on following dates:
Sr. No. |
Date of Board Meeting |
No. of Directors eligible
to attend meeting |
No. of Directors attended
the meeting |
1 |
30.05.2024 |
3 |
3 |
2 |
04.09.2024 |
3 |
3 |
3 |
14.11.2024 |
3 |
3 |
4 |
26.12.2024 |
3 |
3 |
NOMINATION AND REMUNERATION POLICY:
The Company believes that building a diverse and inclusive culture is
integral to its success. A diverse Board, among others, will enhance the quality of
decisions by utilizing different skills, qualifications, professional experience and
knowledge of the Board members necessary for achieving sustainable and balanced
development. In terms of Listing Regulations and Act, the Company has in place Nomination
& Remuneration Policy.
The said Policy of the Company, inter alia, provides that the NRC shall
formulate the criteria for appointment of Executive, Non-Executive and Independent
Directors on the Board of Directors of the Company and persons in the Senior Management of
the Company, their remuneration including determination of qualifications, positive
attributes, independence of directors and other matters as provided under sub-section (3)
of Section 178 of the Act. The Policy also lays down broad guidelines for evaluation of
performance of the Board as a whole, Committees of the Board, individual Directors
including the chairperson and the Independent Directors.
The aforesaid Nomination and Remuneration Policy has been uploaded on
the website of your Company https:/ / foceindia.com/policies/
DISCLOSURE OF RELATED PARTY TRANSACTION:
All contracts/arrangements/transactions entered by the Company during
the Financial Year with related parties were on an arm's length basis and were in the
ordinary course of business. During the year, the Company had not entered into any
contract/arrangement/transaction with related parties which could be considered material
in accordance with the policy of the Company's materiality of related party transactions
which is required to be reported in Form No. AOC-2 in terms of Section 134(3)(h) read with
Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.
CORPORATE GOVERNANCE REPORT
Pursuant to Regulation 15 of SEBI (LODR) Regulations, 2015, the
compliance with the corporate governance provisions as specified in Regulations 17, 17A,
18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 26A, 27 and clauses (b) to (i) and (t) of sub
regulation(2) of regulation 46 and para C, D and E of Schedule V of SEBI (LODR)
Regulations, 2015, shall not apply, in respect of the listed entity having paid up equity
share capital not exceeding rupees ten crore and net worth not exceeding rupees twenty
five crore, as on the last day of the previous financial year. Thus, due to
nonapplicability, a separate report of Corporate Governance providing the disclosures as
required under para C of Schedule V has not be provided in this Annual report.
CORPORATE SOCIAL RESPONSIBILITY:
In terms of Section 135 of the Companies Act, 2013, the provisions
relating to Corporate Social Responsibility is not applicable to the Company as the
company does not have net worth of rupees five hundred crore or more, or turnover of
rupees one thousand crore or more or a net profit of rupees five crore* or more during
financial year under review.
FAMILIARIZATION PROGRAMME FOR INDEPENDENT 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, the website link is available at https: /
/foceindia.com/policies/familiarization-program-for-independent- directors/
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS:
All Independent Directors have given declarations that they comply with
the criteria of Independence as laid down under Section 149(6) of the Act and as per
Listing Regulations.
In the opinion of the Board, all independent directors appointed during
the year under review possess strong sense of integrity, requisite experience,
qualification and expertise.
ANNUAL EVALUATION:
Pursuant to the provisions of the Act and the Listing Regulations, a
structured questionnaire was prepared for evaluating the performance of Board, its
Committees and Individual Directors including Independent Directors. The questionnaires
were prepared after taking into consideration the various facets related to working of
Board, its Committee and roles and responsibilities of Directors. The Board and the NRC
reviewed the performance of the individual Directors including Independent Directors on
the basis of the criteria and framework adopted by the Board. Further, the performance of
Board as a whole and committees were evaluated by the Board after seeking inputs from all
the Directors on the basis of various criteria. The Board of Directors expressed their
satisfaction with the evaluation process.
In a separate meeting of Independent Directors held on 26th
December, 2024, performance of Non-Independent Directors, performance of Board as a whole
and performance of the Chairman was evaluated.
CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL:
There has been no change in Directors and Key Managerial Personnel
during the year. STATUTORY AUDITORS:
The Members at the Annual General Meeting held on 30th
September, 2021, have appointed M/ s S.D.G. & Co., Chartered Accountants, as the
Statutory Auditors of the Company, to hold office from the conclusion of 20th
Annual General Meeting till the conclusion of 25th Annual General Meeting to be
held in the year 2026 on payment of such remuneration as may be mutually agreed between
them and the Board of Directors.
There are no qualifications, reservations, adverse remarks or
disclaimers made by the Statutory Auditors of the Company in their report for the
financial year ended 31st March, 2025. Further, no frauds have been reported by the
Auditors to the Audit Committee or the Board under Section 143 (12) of the Act.
SECRETARIAL AUDITORS:
Pursuant to the provisions of Section 204 of the Act read with
corresponding Rules framed thereunder, Mr. Brajesh Gupta, Practicing Company Secretary,
was appointed as Secretarial Auditors of the Company for conducting the Secretarial Audit
for the financial year 2024-25.
The Secretarial audit report does not contain any qualifications,
reservations, or adverse remarks or disclaimer. The said report is attached to this report
as Annexure - 2. No fraud have been reported by the auditors.
INTERNAL AUDITORS:
M/ s. R J P S & Associates, Chartered Accountants, were appointed
as Internal Auditors of the Company for the financial year 2024-25. They have submitted a
report based on the internal audit conducted during the period under review.
The report does not contain any qualifications, reservations, or
adverse remarks or disclaimer. No fraud have been reported by the auditors.
DISCLOSURE UNDER SCHEDULE V(F) OF THE SEBI (LISTING OBLIGATION AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015:
Your Company does not have any unclaimed shares issued in physical form
pursuant to public issue/Right issue.
DETAILS OF SUBSIDIARIES, TOINT VENTURES AND ASSOCIATE COMPANIES:
As on 31st March 2025, the Company has two Subsidiary
Companies i.e., FO Industries Private Limited and Foce Realty Solutions Private Limited.
The Company doesn't have any Joint venture or Associate Company during the period under
review. The statement showing salient features of both subsidiaries shall be attached in
form AOC-1 as Annexure - 3.
Company has incorporated a Wholly-owned Subsidiary in the name of FOCE
DIGITAL SOLUTIONS PRIVATE LIMITED (CIN: U62090MH2025PTC454042), on 8th August, 2025,
having its registered office in Mumbai, Maharashtra.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The details of transactions undertaken by the Company during the
Financial Year which are covered under the provisions of Section 186 of the Act and Rules
thereto have been disclosed in the Notes to Accounts of Financial Statements forming part
of this Annual Report.
DEPOSITS:
The Company has not accepted any deposits during the year under review.
As per Rule 2(1)(c)(viii) of the Companies (Acceptance of Deposits) Rules, 2014 the
Company has accepted loan from Director and details of the loan has been disclosed under
Related Party Transaction.
MATERIAL CHANGES AND COMMITMENTS BETWEEN THE DATE OF THE BALANCE SHEET
AND THE DATE OF REPORT:
No material changes and commitments affecting the financial position of
the Company occurred between the end of the financial year to which this financial
statement relates and the date of this report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS,
COURTS AND TRIBUNALS:
No order, whether significant and/or material has been passed by any
regulators, courts, tribunals impacting the going concern status and Company's operations
in future.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The provisions of Section 134(3)(m) of the Act regarding the
conservation of energy, technology absorption, foreign exchange earnings and outgo are not
applicable to the Company considering the nature of activities undertaken by the company
during the year under review.
STATEMENT PURSUANT TO SECTION 197(12) OF ACT READ WITH RULE 5 OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:
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 provided in this Report as Annexure
- 4 which forms part of this Report.
None of the employees draw remuneration which is in excess of the
limits as prescribed under the said rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, thus the statement pursuant to 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 is not required.
NON APPLICABILITY OF THE INDIAN ACCOUNTING STANDARDS:
As per Provisio to Rule 4(1) of the Companies (Indian Accounting
Standards) Rules, 2015, Companies whose shares are listed on SME exchange as referred to
in Chapter XB of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009,
are exempted from the compulsory requirements of adoption of IND-AS w.e.f. 1st April,
2017.
As your Company is also listed on SME Platform of NSE Limited, it is
covered under the exempted category and is not required to comply with IND-AS for
preparation of financial statements.
DETAILS OF ESTABLISHMENT OF WHISTLE BLOWER POLICY FOR DIRECTORS AND
EMPLOYEES:
The Company promotes ethical behavior in all its business activities
and has put in place a mechanism for reporting illegal or unethical behavior. The Company
has a Vigil mechanism and Whistle blower policy under which the persons covered under the
policy including Directors and employees are free to report misuse or abuse of authority,
fraud or suspected fraud, violation of Company rules, manipulations, negligence causing
danger to public health and safety, misappropriation of monies, and other matters or
activity on account of which the interest of the Company is affected. The reportable
matters may be disclosed to the vigilance
officer who operates under the supervision of the Audit Committee.
Persons covered under the Policy may also report to the Chairman of the Audit Committee.
During the year under review, no employee was denied access to the
Chairman of the Audit Committee. No complaints were received under Vigil Mechanism &
Whistle Blower Policy during the financial year 2024-25.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL
STATEMENTS:
The Company has in place adequate internal financial controls with
reference to financial statements. During the year under review, such controls were tested
and no reportable material weakness in the design or operation was observed.
DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013:
The Company is committed to provide a safe and conducive work
environment to its employees. There exist at the group level an Internal Complaints
Committee ('ICC') constituted under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. The group is strongly opposed to sexual
harassment and employees are made aware about the consequences of such acts and about the
constitution of ICC.
(a) number of complaints of sexual harassment received in the year -
Nil
(b) number of complaints disposed-off during the year - Nil
(c) number of cases pending for more than ninety days - Nil
COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT
1961:
The Company has complied with the provisions of the Maternity Benefit
Act, 1961. There were no instances of maternity leave availed during the financial year
2024-25.
DIRECTOR'S RESPONSIBILITY STATEMENT:
In accordance with the provisions of Section 134(5) of the Act, the
Board hereby submits its responsibility Statement: ·
a) In the preparation of the Annual Accounts, the applicable Accounting
standards had been followed along with proper explanation relating to material departures;
b) 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 as at the end of the
financial year and of the profit of the company for that period;
c) 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 irregularities;
d) The Directors had prepared the annual accounts on a going concern
basis;
e) Internal Financial Control means the policies and procedures adopted
by the company 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 frauds and errors, the accuracy and completeness of the accounting records
and the timely preparation of reliable financial information and
f) 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.
COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL
MEETINGS:
The Company has complied with Secretarial Standards issued by the
Institute of Company Secretaries of India (ICSI) on Board meetings and Annual General
Meetings.
The Directors have devised proper systems to ensure compliance with the
provisions of all applicable Secretarial Standards and that such systems are adequate and
operating effectively.
MAINTENANCE OF COST RECORDS
The provisions relating to maintenance of cost records as specified by
the Central Government under sub-section (1) of section 148 of the Act, were not
applicable to the Company up to 31st March, 2024 and accordingly such accounts
and records were not required to be maintained.
RISK MANAGEMENT
The Company has laid down a comprehensive Risk Assessment and
Minimization Procedure which is reviewed by the Board from time to time. These procedures
are reviewed to ensure that executive management controls risk through means of a properly
defined framework. The Board identifies the key risks for the Company, develops and
implements the risk mitigation plan, reviews and monitors the risks and corresponding
mitigation plans on a regular basis and prioritizes the risks, if required, depending upon
the effect on the business/reputation.
PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider
Trading as amended from time to time with a view to regulate trading in securities by the
Directors and designated employees of the Company. The Code requires pre-clearance for
dealing in the Company's shares and prohibits the purchase or sale of Company shares by
the Directors and the designated employees while in possession of unpublished price
sensitive information in relation to the Company and during the period when the Trading
Window is closed. The Board is responsible for implementation of the Code. All Board
Directors and the designated employees have confirmed compliance with the Code.
INSOLVENCY AND BANKRUPTCY CODE 2016
No application under the Insolvency and Bankruptcy Code, 2016 has been
made during the financial year by the Company or any other person and no application or
proceeding under the Insolvency and Bankruptcy Code, 2016 is pending as at the end of the
financial year.
THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE 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.
During the year under review, there were no transactions or events with
respect to the one-time settlement with any bank or financial institution; hence no
disclosure or reporting is required.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION
FUND:
The provisions of Section 125(2) of the Act do not apply as there was
no dividend declared and paid last year.
OTHER DISCLOSURE REQUIREMENTS:
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:
• The disclosures and reporting with respect to issue of equity
shares with differential rights as to dividend, voting or otherwise is not applicable as
the Company has not issued any such shares during the reporting period.
• The disclosures and reporting on issue of shares (including
sweat equity shares and Issue of Shares under Employees Stock Option Scheme) to employees
of the Company under any scheme are not applicable as the Company has not issued any such
shares during the reporting period.
ACKNOWLEDGEMENTS:
Your Directors place on record their sincere thanks to bankers,
business associates, consultants, and various Government Authorities for their continued
support extended to your Companies activities during the year under review. Your Directors
also acknowledges gratefully the shareholders for their support and confidence reposed on
your Company.
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