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A B N Intercorp Ltd.

BSE: 532575 Sector: Others
NSE: ABNINT ISIN Code: INE982R01015
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A B N Intercorp Ltd. (ABNINT) - Director Report

Company director report

To The Members

Your directors have pleasure in presenting their 11th Report on the businessand operations of the company together with the Audited results for the financial Yearended on 31st March 2016.

FINANCIAL OVERVIEW:

(Rs. In Lakhs)

Particular 2015-2016 2015-2014
Total Revenue from Operation 16.07 26.79
Other Income 2.19 6.52
Profit before Finance Cost and Depreciation 17.88 25.84
Less: Finance Cost 0.019 0.61
Profit/fLossj before Depreciation 17.86 25.84
Less: Depreciation 5.26 4.69
Profit/(Loss) before Tax 12.60 21.15
Current Tax 0.52 1.47
Deferred Tax -1.12 -0.39
Tax Expense for earlier years - -
Balance of profit / (Loss) for the year n os ft RQ

REVIEW OF OPERATION:

The Company has earned total revenue of Rs.1827315 which is lower than the previousyear revenue. Currently company is working as per its main object and major part ofearning is from its operation as per main object. At the other side company has incurredexpenses of Rs.l788712(Previous Year:2584364) which is Lower compare to the previousyear.

FUTURE OUTLOOK:

Your company is engaged in the hospitality business of restaurants hotels cafe touroperator travel agency and set up chain purchase establish or otherwise acquire act asadvisors financer. During the previous year company was highly depended on its ownedfunds.

DIVIDEND:

Your company is working and earning profit by investing owned funds and has notborrowed money form the market so as to continue working as per the present strategy yourDirectors are in opinion to retain accumulated profit as well as profit earning during theyear to meet future projects and uncertainty of the market.

RESERVES:

As per the requirement of the Companies Act 2013 and Income Tax Act 1944 the companyhas decided to transfer Rs. 98369 to the reserves. During the previous year the companyhad transferred Rs. 639527 to the reserves.

CAPITAL STRUCTURE:

During the year under review the company has neither issued nor bought back shares.The Capital of the company remains same as under.

Authorized Share Capital Rs.10000000 divided intol000000 shares of Rs. 10 each
Issued Share Capital Rs. 4295320 divided into 429532 shares of Rs. 10 each
Paid Up share Capital Rs. 4295320 divided into 429532 shares of Rs. 10 each

• The Capital of the Company consist only Equ ity shares.

DEPOSITS:

The Company has not invited or accepted deposit from the public neither does have anyunpaid or unclaimed deposits along with interest during the year. Further the company hasnot made any default in repayment of deposits or payment of interest thereon as nodeposits have been invited or accepted by the Company during the year. Furthermore thereare no such deposits which are not in compliance with the requirements of Chapter V of theAct.

LISTING AT STOCK EXCHANGE:

The Equity shares of your company are listed on NSE 1TP (Institutional TradingPlatform) Emerge. The Listing fees for the Year 2016-2017 have been paid to the StockExchanges.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING/ OUTGO:

1. Conservation of Energy and technology Absorption:

During the year under review there are no manufacturing activities undertaken by thecompany. However the company has made necessary endeavor to conserver the non-renewableresources and Energy and has taken utmost care to use the latest technology to conservethe energy

2. Foreign Exchange Earnings: NIL Foreign Exchange Outgos: NIL

PARTICULARS OF LOAN GUARANTEES OR INVESTMENTS:

The Details of loan guarantees or investment are provided in the notes to thefinancial Statement. Further the company has made following investments during the yearcompare to the last year.

Particulars 2015-2016 2014-2015
BHS Marketing(P) Ltd. - 4300125
Total - 4300125

PARTICULARS OF EMPLOYEES:

The information required under section 197 of the Act read with rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are givenbelow:

a. The ration of the remuneration of each director to the median remuneration of theemployees of the Company for the financial year:

Name of the Directors Ratio
*Mr. Ajai KumarRastogi (Managing Director) 1.33:1

* Mr. Ajai KumarRastogi has been appointed as Managing director w.e.f 01/02/2016 so themedian has been calculated for two months only.

The percentage increase in remuneration of each director Chief Executive OfficerChief Financial Officer Company Secretary in the financial year.:

Name of the Directors % Increase

*Mr. Ajai KumarRastogi (Managing Director) NIL

* Mr. Ajai KumarRastogi has been appointed as Managing director w.e.f 01/02/2016

h. The percentage increase in the median of employees in the financial year:

• %

c. The number of permanent employees on the rolls of the Company: 1

d. The total remuneration of the Directors was Rs. 420000 in previous year which isRs. 80000 during the review period.

e. Comparison of the remuneration of the key managerial personnel against theperformance of the Company: (Amt in Lacs)

Average remuneration of key managerial personnel(KMP) in FY- Amount (Per Month)
2016
*Mr. Aiai KumarRastogi (Managing Director) 40000

* Mr. Ajai KumarRastogi has been appointed as Managing director w.e.f 01/02/2016

As compare to the last year Company has earned profit of Rs. 98369 and totalremuneration paid during the year to the Directors is Rs. 639527.

f. Variation in the market capitalization of the Company price earnings ratio as atthe closing date of current financial year and previous financial year: Not Applicable

Particulars March 31 2016 March 312015 % Change
Market capitalization -
Price Earning Ratio

Percentage increase over decrease in the market quotation of the shares of the Companyin comparison tothe rate at which the Company come out with the last Public Offer.: N.A.

g. Average percentile increase already made in the salaries of the employee other thanthe managerial personnel in the last financial year and its comparison with the percentileincrease in the managerial remuneration and justificat ion thereof and point out if thereare any exceptional circumstances for increase in the managerial remuneration: N.A

h. Average Percentile increase already made in the salaries of employees other than themanagerial personnel in the last financial year and its comparison with the percentileincrease in the Managerial remuneration and justification thereof and point out if thereare any exceptional circumstances for increase in the managerial remuneration: N.A

i. The Key parameters for any variable component of remuneration availed by theDirectors: Services provided to the company.

j. The ratio of the remuneration of the highest paid director to that of the employeeswho are not directors but receive remuneration in excess of the highest paid directorduring the year: No Employees are there who are receiving any amount in excess ofremuneration paid to the director

k. Affirmation that the remuneration is as per the remuneration policy of the Company.

We affirm that the remuneration paid to the Managerial personnel is as per theremuneration policy of the Company.

There is no employee covered under section 197(12) of the Companies Act 2013 read withRule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

EQUAL OPPORTUNITY TO EMPLOYEES:

The Company has always provided a congenial atmosphere for work to all employees thatis free from discrimination and harassment including sexual harassment. It has providedequal opportunities of employment to all without regard to their caste religion colormarital status and sex. The Company has also framed a Policy on "Prevention of SexualHarassment "at the workplace. There were no cases reported under the said Policyduring the year.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

Your company is not failing under the criteria mention as per Section 135 (1) of theCompanies Act 2013 and the companies (Corporate Social Responsibilities) Rules 2014.Hence the company has not developed and implemented any corporate Social Responsibilitiesinitiatives.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

The Management Discussion and Analysis Report as per the Regulation 34 of the SEBIListing Obligation (Disclosure & Requirements) Regulations 2015 is part of the AnnualReport as "Annexure-IIJ".

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments affecting the financial positionof the Company which have occurred between the end of the financial year of the Company towhich the financial statements relate and the date of the report.