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Ashnoor Textile Mills Ltd.

BSE: 507872 Sector: Industrials
NSE: N.A. ISIN Code: INE372I01018
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VOLUME 813
52-Week high 22.25
52-Week low 10.60
P/E 3.60
Mkt Cap.(Rs cr) 18.33
Buy Price 17.05
Buy Qty 687.00
Sell Price 18.75
Sell Qty 50.00
OPEN 17.05
CLOSE 17.90
VOLUME 813
52-Week high 22.25
52-Week low 10.60
P/E 3.60
Mkt Cap.(Rs cr) 18.33
Buy Price 17.05
Buy Qty 687.00
Sell Price 18.75
Sell Qty 50.00

Ashnoor Textile Mills Ltd. (ASHNOORTEXTILE) - Director Report

Company director report

Dear Members

Your Directors are pleased to present their 32nd Annual Report on theaffairs of the Company together with the Audited Accounts for the financial year ended onMarch 31 2015.

FINANCIAL PERFORMANCE AND OUTLOOK

(Rs. in Lakhs)

PARTICULARS 2014-2015 2013-2014
Turnover 10072.64 6705.28
Gross Profit prior to financial overheads and depreciation 454.84 712.74
Financial Overheads 166.65 515.33
Depreciation 126.11 167.73
Profit before Tax Exceptional and Extra-ordinary Items 162.08 29.68
Exceptional and Extra-ordinary Items (3.74) (0.42)
Profit before Tax 158.34 29.26
Income/Wealth/Deferred Tax 16.19 17.46
Profit after Tax-available for appropriation 142.15 11.80
Basic Earning Per Share 1.32 0.11

During the year under review revenue from operations increased by 50.22% from Rs.6705.28 lakhs in previous year to Rs.10072.64 lakhs. However profit after tax increasedfrom Rs.11.80 lakhs in previous year to Rs.142.15 lakhs in the current year. The Board ofthe company has decided not to transfer any amount to reserves and entire profit after taxwill be carried over to the Balance Sheet as surplus.

The detailed discussion on the state of Company's affairs and the performance ofoperations of the Company is given in the annual report under "Management Discussionand Analysis Report". There was not any change in the nature of business of thecompany. Further there were no materials changes/events have occurred after balance sheettill date of this report.

DIVIDEND

In view to conserve the resources for further growth of the company your Directors donot recommend any dividend for the year under review.

SHARE CAPITAL

There is no change in share capital during the year. The Company has not issued anyequity shares with differential rights during the period under review. The Company hasneither issued any employee stock options nor any sweat equity shares during the periodunder review.

FIXED DEPOSITS

During the year under review your Company has not invited or accepted any fixeddeposit.

DIRECTORS

In accordance with provisions of the Companies Act 2013 Mr. Abhinav Gupta- Director(DIN-02766867) will retire by rotation and being eligible offer himself forre-appointment.

Your Directors recommend appointment of Mr. Anil Aggarwal as an Independent Director onthe Board of the Company. Brief resume of the above Directors proposed to beappointed/re-appointed nature of their expertise in specific functional areas and thename of the public Companies in which they hold the directorship and theChairpersonship/Membership of the Committees of the Board as per provisions of clause 49of the Listing Agreement with Bombay Stock Exchange are given in explanatory statement toresolutions of his appointment.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet the criteria of independence as prescribed under the CompaniesAct 2013 and Clause 49 of the Listing Agreement entered with Bombay Stock Exchange.

PERFORMANCE EVALUATION OF BOARD OF DIRECTOR’S

Pursuant to the provisions of the Companies Act 2013 and Clause 49 of the ListingAgreement the Board has carried out an annual evaluation of its own performance and thatof its Committees as well as performance of the Directors individually.

Detailed criteria was prepared by Nomination Committee for evaluating performance ofthe Directors including Independent Directors and the Board after taking intoconsideration inputs received from the Directors covering various aspects of the Boardfunctioning and based on that criteria the performance of individual Directors includingthe Chairman of the Board was evaluated . The performance evaluation of the independentDirectors was carried out by the entire Board. The performance evaluation of the Chairmanand non Independent Directors was carried out by the independent Directors.

The details of programs for familiarization of the Independent Directors with theCompany their roles rights responsibility in the Company nature of the industry inwhich the Company operates business model of the Company and related matters areavailable on the website of the Company at the web-link:http://ashnoortextile.com/pdf/Familiarization-Policy.pdf

CODE OF CONDUCT

The Company has adopted policy on Appointment of Directors and Senior Management andsuccession planning for orderly succession to the Board and the Senior Management andremuneration of the Directors Key Managerial Personnel and other employees. ThesePolicies inter-alia include criteria for determining qualifications positive attributesand independence of a Director. The Code of Conduct for Independent Director appointmentare available on the website of the Company at the web-link:http://ashnoortextile.com/pdf/Code-for-Independent-Directors.pdf

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

The following have been designated as the Key Managerial Personnel of the Companypursuant to sections 2(51) and 203 of the Companies Act 2013 read with the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014:

• Mr. Suneel Gupta-Managing Director

• Mr. Girish Singh Adhikari-Chief Financial Officer

• Mr. Manmeet Singh-Company Secretary

Mr. Manmeet Singh has been appointed as Company Secretray/Chief Compliance Officer andKey Managerial Personnel effective from July 15 2015. Before him Ms. Priyanka Srivastavawas Company Secretary. She resigned on May 30 2015.

DIRECTORS' RESPONSIBILITIES STATEMENT

Pursuant to section 134(5) of the Companies Act 2013 your Directors based on therepresentations received from the Operating Management and after due enquiry confirmthat:

a) in preparation of the annual accounts for the financial year ended March 31 2015the applicable accounting standards had been followed along with the explanations relatingto material departures if any;

b) the directors had selected such appropriate accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the State of affairs of the Company as at March 31 2015 andof the profit of the Company for that period;

c) the directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities;

d) the directors had prepared the annual accounts for the financial year ended March31 2015 on a going concern basis.

e) the directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

f) the directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.

AUDITORS AND AUDITORS’ REPORT

Messrs KSA & Co. Chartered Accountants New Delhi was appointed in previousAnnual General Meeting as Statutory Auditors of the Company for a period of three yearssubject to ratification by the members at every Annual General Meeting. Your Directorsrecommend ratification of their appointment for your approval.

The Notes on financial statement referred to in the Auditors' Report areself-explanatory and do not calls for any further comment.

The provisions relating to Cost Audit are not applicable to the Company.

SECRETARIAL AUDIT REPORT

The Board had appointed Messrs Anil Arora & Associates Company Secretaries Delhias Secretarial Auditors as per provisions of section 204 of the Companies Act 2013. Thereport of Secretarial Auditors is annexed as 'Annexure-1'. There are followingqualification in their Report.

The Company is not having 2/3rd of its directors who are liable to retire byrotation as per provisions of section 152(6) of the Companies Act 2013.

Your Directors recommend resolution to convert the period of office of Mrs. SangeetaGupta Whole Time Director of the Company from a non retiring Director to Director liableto retire by rotation for your approval at ensuing annual general meeting.

CORPORATE GOVERNANCE

Your Company has taken adequate steps to ensure compliance with the provisions ofCorporate Governance Report as prescribed under the listing agreement with the BombayStock Exchange.

A detailed report on Corporate Governance is annexed to Annual Report along ManagementDiscussion and Analysis Report and a certificate issued by the Statutory Auditors of theCompany.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year the Company had not entered into any contract/arrangement/ transactionwith related parties which could be considered material in accordance with the policy ofthe Company on materiality of related party transactions.

The Related Party Transactions Policy as approved by the Board is uploaded on Company'swebsite at theweblink:http://ashnoortextile.com/pdf/POLICY-ON-RELATED-PARTY-TRANSACTIONS.pdf

NUMBER OF BOARD MEETINGS

During the year nine (9) meetings of the Board of Directors of the company wereconvened and held. Details of these meetings are given in Corporate Governance Report.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of section 135 of the Companies Act 2013 and Companies (CorporateSocial Responsibility Policy) Rules 2014 are not applicable to the Company.

AUDIT COMMITTEE

The Company has constituted an Audit Committee as per provisions of Clause 49 of theListing Agreements with the Bombay Stock Exchange and Section 177 of the Companies Act2013 which comprised of Mr. Piyush Gupta as Chairman and Mr. Indermohan Aggarwal and Mr.Suneel Gupta as the members. During the year four (4) meetings of Committee were convenedand held. More details of the Committee are given in Corporate Governance Report.

NOMINATION & REMUNERATION COMMITTEE

The Company has constituted a Nomination and Remuneration Committee as per provisionsof Clause 49 of the Listing Agreements with the Bombay Stock Exchange and Section 178 ofthe Companies Act 2013 which comprised of Mr. Piyush Gupta as Chairman and Mr.Indermohan Aggarwal and Mrs. Pallavee R. Duggall as the members. During the year five (5)meetings of Committee were convened and held. More details of the Committee are given inCorporate Governance Report.

The Nomination and Remuneration Policy as approved by the Board is uploaded onCompany's website at the weblink:http://ashnoortextile.com/pdf/NOMINATION-AND-REMUNERATION-POLICY.pdf

BUSINESS RISK MANAGEMENT

Pursuant to section 134(3)(n) of the Companies Act 2013 the Company has implementedan integrated risk management approach through which it reviews and accesses significantrisk and control. The audit Committee has oversight in the area of financial risk andcontrol. At present the Company has not find any element of risk and control. At presentthe Company has not identified any element of risk which may threaten the existence of theCompany. The Company has prepared policy to identify and assess business risk.

EXTRACT OF ANNUAL RETURN

The extract of Annual Return in format MGT-9 for the Financial Year 2014-15 isannexed to this report as 'Annexure-2'.

SUBSIDIARY JOINT VENTURE OR ASSOCIATES

The Company does not have any Subsidiary Joint Venture or Associates.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the regulators or courts whichwould impact the going concern status of the Company and its future operation.

LISTING AGREEMENT COMPLIANCE

The Company is committed to maintain the highest standards towards adhere to theListing Agreement requirements as set out by Bombay Stock Exchange. The Company has alsoimplemented several best corporate governance practices as prevalent globally. The reporton Corporate Governance as stipulated under the Listing Agreement forms an integral partof Annual Report. The requisite certificate from the Auditors of the Company confirmingcompliance with the conditions of corporate governance is attached to the report onCorporate Governance.

INTERNAL FINANCIAL CONTROL

The Company has in place adequate internal financial controls with reference tofinancial statements. During the year such controls were tested and no reportablematerial weakness in the design or operation was observed. A detailed note has beenprovided under Management Discussion and Analysis Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars relating to conservation of energy technology absorption foreignexchange earnings and outgo as required to be disclosed under the Act are provided in'Annexure 3' to this Report.

VIGIL MECHANISM

The Vigil Mechanism as envisaged Section 177(9) of the Companies Act 2013 read Rule 7of the Companies (Meetings of Board and its Powers) Rules 2014 and clause 49 of theListing Agreement is implemented through the Company's Whistle Blower Policy to enable theDirectors and employees of the Company to report genuine concerns to provide for adequatesafeguards against victimization of persons who use such mechanism and make provision fordirect access to the Chairperson of the Audit Committee.

Whistle Blower Policy of the Company is available on the Company's website at the web-link:http://ashnoortextile.com/pdf/Vigil-Mechanism-Whistle-Blower-policy.pdf

Further details are available in the Report on Corporate Governance that forms part ofthis Annual Report.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a viewto regulate trading in securities by the Directors and designed employees of the Company.The Board is responsible for implementation of the code which is available on theCompany's website at the web-link: http://ashnoortextile.com/pdf/Code-of-Fair-Disclosure.pdf

MANAGERIAL REMUNERATION

Details pertaining to remuneration as required under section 197(12) read with Rule5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.

Sl. No Name of Director/KMP Designation Remuneration during the Year Increases in Remuneration during the Year Ratio of Remunera tion of each Director to median remunerat ion
1. Suneel Gupta Managing Director 5950000.00 98.33% 0.29
2. Sangeeta Gupta Whole Time Director 5950000.00 98.33% 0.29
3. Abhinav Gupta Non-Executive Director Nil Nil -
4. Piyush Gupta Independent Director Nil Nil -
5. Inder Mohan Aggarwal Independent Director Nil Nil -
6. Pallavee R. Duggall Independent Director Nil Nil -
7. Girish Singh Adhikari CFO *4442.00 Nil -
8. Priyanka Srivastava Company Secretary **87500.00 Nil -

* Mr. Girish Singh Adhikari has been appointed as CFO of the company on 27thMarch 2015.

** Ms. Priyanka Srivastava has been appointed as the compliance officer on 16thDecember 2014 and has resigned on 30th May 2015.

No Commission was paid to Managing Director and Whole Time Director from the Company.

Remuneration of Mr. Suneel Gupta Managing Director and Mrs. (Dr.) Sangeeta Gupta wasincreased at the recommendation of Nomination and Remuneration Committee fromRs.350000/- to Rs.700000/- per month effective from November 1 2014. This increase wassubject to approval of the members in general meeting by passing of special resolutions.Your Directors therefore recommends resolutions to increase in remuneration of ManagingDirector and Whole Time Director for your approval.

PARTICULARS OF LOAN GUARANTEES AND INVESTMENTS UNDER SECTION 186

During the year the Company has not given any Loan and Corporate Guarantee. Howeverit has made investment as given in note number 12 in Balance Sheet.

BOARD EVALUATION

The Board has carried out an Annual Performance Evaluation of its own performance andthe Directors individually as per provisions of Schedule IV of the Companies Act 2013 andclause 49 of the Listing Agreement. Evaluation of performance of Non-independentDirectors Chairperson and the Board as a whole was done by the independent Directors byconvening and holding their separate meeting.

Further evaluation of performance of independent Directors was done by entire Boardincluding independent Directors excluding Directors being evaluated.

ACKNOWLEDGMENT

Your Directors take this opportunity to express their thanks to Banks Central andState Government Authorities Stock Exchange Regulatory Authorities and stakeholders fortheir continued co-operation and support to the Company. The Board also places on recordits appreciation for the dedicated efforts put on by the employees of the Company at alllevels and also thanks to customers clients vendors and other business associates fortheir continued support.

Sd/- Sd/-
Suneel Gupta Sangeeta Gupta
Place: Gurgaon Managing Director Director
Date: September 1 2015 DIN-00052084 DIN-00052121

ANNEXURE-1

FORM NUMBER- MR-3

SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED MARCH 31 2015

[Pursuant to section 204(1) of the Companies Act 2013 and rule No.9 of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014]

The Members

Ashnoor Textile Mills Limited.

Behrampur Road Village Khandsa

Gurgaon

Haryana-122001.

I have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Ashnoor Textile Mills Limited.Secretarial Audit was conducted in a manner that provided me a reasonable basis forevaluating the corporate conducts/statutory compliances and expressing my opinion thereon.

Based on my verification of Ashnoor Textile Mills Limited's (hereinafter called thecompany) books papers minute books forms and returns filed and other records maintainedby the company and also the information provided by the Company its officers agents andauthorized representatives during the conduct of secretarial audit I hereby report thatin my opinion the company has during the audit period covering the financial year endedon March 31 2015 complied with the statutory provisions listed hereunder and also thatthe Company has proper Board-processes and compliance-mechanism in place to the extent inthe manner and subject to the reporting made hereinafter:

I have examined the books papers minute books forms and returns filed and otherrecords maintained by the Company for the financial year ended on March 31 2015according to the provisions of:

1. The Companies Act 2013 (the Act) and the rules made thereunder;

2. The Securities Contracts (Regulation) Act 1956 ('SCRA') and the rules madethereunder;

3. The Depositories Act 1996 and the Regulations and Bye-laws framed thereunder;

4. Foreign Exchange Management Act 1999 and the rules and regulations made thereunderto the extent of Foreign Direct Investment Overseas Direct Investment and ExternalCommercial Borrowings {Not applicable to the Company during audit period}; and

5. The following Regulations and Guidelines prescribed under the Securities andExchange Board of India Act 1992 ('SEBI Act'):-

a) The Securities and Exchange Board of India (Substantial Acquisition of Shares andTakeovers) Regulations 2011;

b) The Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 1992;

c) The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2009 {Not applicable to the Company during audit period};

d) The Securities and Exchange Board of India (Employee Stock Option Scheme andEmployee Stock Purchase Scheme) Guidelines 1999 {Not applicable to the Company duringaudit period};

e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities)Regulations 2008 {Not applicable to the Company during audit period};

f) The Securities and Exchange Board of India (Registrars to an Issue and ShareTransfer Agents) Regulations 1993 regarding the Companies Act and dealing with clients;

g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations2009 {Not applicable to the Company during audit period};

h) The Securities and Exchange Board of India (Buyback of Securities) Regulations 1998{Not applicable to the Company during audit period}; and

i) Secretarial Standards issued by The Institute of Company Secretaries of India (Notnotified till March 31 1015 thus not applicable to the Company during the audit period).

6. I have also examined compliance with following Act and rules made under these ActOrders Rules are specifically applicable to the Company:

a) The Textile Committee Act 1963;

b) The Handloom Act 1985;

c) The Central Silk Board Act 1948;

d) Cotton Central Order 1986;

e) The Textile Undertaking Act 1995

I have also examined compliance with the applicable clauses of the Listing Agreementsentered into by the Company with Bombay Stock Exchange;

During the period under review the Company has complied with the provisions of the ActRules Regulations Guidelines Standards etc. mentioned above subject to the followingobservation:

The Company is not having 2/3rd of its directors who are liable to retire byrotation.

I further report that

The Board of Directors of the Company is duly constituted with proper balance ofExecutive Directors NonExecutive Directors and Independent Directors. The changes in thecomposition of the Board of Directors that took place during the period under review werecarried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings agenda anddetailed notes on agenda were sent at least seven days in advance and a system exists forseeking and obtaining further information and clarifications on the agenda items beforethe meeting and for meaningful participation at the meeting.

Majority decision is carried through while the dissenting members' views are capturedand recorded as part of the minutes.

I further report that there is adequate systems and processes in the companycommensurate with the size and operations of the company to monitor and ensure compliancewith applicable laws rules regulations and guidelines.

For Anil Arora & Associates

Company Secretaries

Sd/-

Anil Kumar Arora

Proprietor

FCS Number: 5695

CP Number: 4775

Date: August 27 2015

Place: New Delhi

To

The Members

Ashnoor Textile Mills Limited

Behrampur Road

Village Khandsa

Gurgaon

Haryana-122001.

My report of even date is to be read along with this letter:

1. Maintenance of secretarial record is the responsibility of the management of thecompany. My responsibility is to express an opinion on these secretarial records based onmy audit.

2. I have followed the audit practices and processes as were appropriate to obtainreasonable assurance about the correctness of the contents of the Secretarial records. Theverification was done on test basis to ensure that correct facts are reflected insecretarial records. I believe that the processes and practices Ifollowed provide areasonable basis for our opinion.

3. I have not verified the correctness and appropriateness of financial records andBooks of Accounts of the company.

4. Where ever required I have obtained the Management representation about thecompliance of laws rules and regulations and happening of events etc.

5. The compliance of the provisions of Corporate and other applicable laws rulesregulations standards is the responsibility of management. I examination was limited tothe verification of procedures on test basis.

6. The Secretarial Audit report is neither an assurance as to the future viability ofthe company nor of the efficacy or effectiveness with which the management has conductedthe affairs of the company.

For Anil Arora & Associates

Company Secretaries

Sd/-

Anil Kumar Arora

Proprietor

FCS Number: 5695

CP Number: 4775

Date: August 27 2015

Place: New Delhi.

 

ANNEXURE-3

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

Information regarding Conservation of Energy Technology Absorption and ForeignExchange Earnings and Outgo pursuant to Companies (Disclosure of Particulars in the Reportof Board of Directors) Rules 1988 and forming part of Directors' Report.

1. CONSERVATION OF ENERGY

Energy conservation is a focus area and Company has been consciously making effortstowards improving the energy performance by planning and its management. This not onlysaves energy resources for future but also avoids wasteful utilization of energy. Anotheraspect of energy conservation is to give greater importance on reduction in consumption ofenergy. There is a growing gap between supply and demand of electrical power. In the shortrun the only solution to the growing energy deficit is to facilitate good energy savingmeasures through conservation of power fuel and water.

A) Energy Conservation Measures Taken

a) Replacement of Conventional Lamps with LED lamps

b) To control potential areas of energy loss

c) Strict instruction to employees to avoid wastage of electricity

d) To maintain Power Factor

B) Utilization of alternative source of energy

a) Currently no alternative source of energy is present in the company but company issearching a good alternative source.

C) Capital Investment on energy conservative equipment

a) No significant investment is made in this financial year.

2. TECHNOLOGY ABSORPTION

A) Research and Development

a) Specific areas in which R&D is carried out by the Company

• Replacement of conventional chemicals with effective and efficient chemicals

• Recovery of heat from diesel generator exhaust

b) Benefits derived as a result of R&D

• Cost Reduction

c) Future Plan of Action

• To find out more ways to improve quality of products and reduction in cost.

d) Expenditure on R&D

• Research and Development being an integral part of production is carried out ina continuous manner. Therefore the Company does not maintain separate record on theexpenditure incurred on Research and development.

B) Technology absorption adaptation and innovation:

a) Continuous efforts to improve the quality of finished goods.

3. FOREIGN EXCHANGE EARNINGS AND OUTGO

A) Activities relating to export initiative taken to increase exports development ofnew export market for products and export plans:

a) The Company is continuously trying to increase exports in existing markets and alsotrying to find out new markets.

B) Total foreign exchange earned and used during the financial year:

(Rs. in Lakhs)

Particulars 2014-2015 2013-2014
FOB value of Export of Terry Towels (Realization basis) 8546.28 4503.25
Import of Stores and Spares 15.36 18.53
Foreign Travelling 57.11 33.11
Net foreign exchange earned 8473.80 4451.60

 

Sd/- Sd-
Suneel Gupta Sangeeta Gupta
Place: Gurgaon Managing Director Director
Date: September 1 2015 DIN-00052084 DIN-00052121

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