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Ashoka Refineries Ltd.

BSE: 526983 Sector: Others
NSE: N.A. ISIN Code: INE760M01016
BSE LIVE 10:20 | 07 Nov Stock Is Not Traded.
NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 11.97
PREVIOUS CLOSE 12.59
VOLUME 100
52-Week high 13.94
52-Week low 11.97
P/E
Mkt Cap.(Rs cr) 4.07
Buy Price 0.00
Buy Qty 0.00
Sell Price 11.97
Sell Qty 5100.00
OPEN 11.97
CLOSE 12.59
VOLUME 100
52-Week high 13.94
52-Week low 11.97
P/E
Mkt Cap.(Rs cr) 4.07
Buy Price 0.00
Buy Qty 0.00
Sell Price 11.97
Sell Qty 5100.00

Ashoka Refineries Ltd. (ASHOKAREFINERIE) - Director Report

Company director report

To the Members Ashoka Refineries Limited

Raipur (C. G.) 492001

Your Directors have pleasure in presenting the 25th Annual Report on the business andoperation of the Company together with audited statement of accounts for the year ended on31st Mar' 15.

1. FINANCIAL RESULTS:

Particulars 31st March 2016 31st March 2015
Operating Income 0.00 160548.00
Other Income 565.00 1855.00
Total Receipts: 565.00 162403.00
Total Expenses 549604.90 526218.00
Loss Before Tax: (549039.00) (363815.00)
Tax Expenses 0.0 0.0
Loss for the period : (549039.00) (363815.00)
Earnings Per Share (in Rs.) (011) (011)

2. PERFORMANCE REVIEW & PROSPECTS FOR THE CURRENT YEAR

During the year under review the Company could not operate due to non-renewal ofbusiness. The total turnover and other income of the Company was Rs.565.00 as againstRs.1.60 lacs during the previous financial year. The Company recorded a net loss ofRs.5.49 lacs during the year under review.

Your Directors deeply regret for the poor performance of the company due to reasonsbeyond their control. Prospects for current year barring any unforeseen circumstances.

The Company is making all efforts to cope up with the market situations and achieveincrease in the operations.

3. TRANSFER TO RESERVES

The loss incurred during the year is proposed to be transferred to Profit & LossAccount.

4. DIVIDEND

In view of losses your directors are not in a position to recommend any dividend forthe year under review.

5. CHANGE IN THE NATURE OF BUSINESS IF ANY

There is no change in the nature of business of the Company.

6. MATERIAL CHANGES AND COMMITMENTS. IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY

No material changes and commitments affecting the financial position of the Companyhave occurred during the current year.

7. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There are no such orders passed by the regulators or courts or tribunals impacting thegoing concern status and company's operations in future.

8. INDUSTRIAL RELATIONS:

The Company is not running any industry. The management & employer relationscontinue to be cordial.

9. LISTING

The Company continues to be listed on Bombay Stock Exchange (BSE). The company is dulycomplying with Listing Agreement from time to time.

10. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THEFINANCIAL STATEMENTS

The Company has adequate Internal Control System commensurate with its size scale andoperations. The Internal Audit Department monitors and evaluates the efficacy and adequacyof internal control system in the Company its compliance with operating systemsaccounting procedures and policies of the Company.

During the year no reportable material weakness in the design or operation wasobserved.

11. SUBSIDIARIES. IOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary Joint venture or Associate Company. TheCompany is also not a subsidiary of any other company.

12. DEPOSITS:

The Company did not accept any deposit within the meaning of Section 73 of theCompanies Act 2013 and the Rules made there under. As such there are no small depositorsin the company.

13. STATUTORY AUDITORS

The Auditors M/s Sunil Johri & Associates Chartered Accountants Raipur willretire at the conclusion of the ensuing Annual General Meeting and they being eligiblehave offered themselves for reappointment.

M/s Sunil Johri & Associates has given their consent to act as Statutory Auditorsof the Company.

Directors recommend their appointment on a remuneration to be decided by the Board ofDirector and the Auditor mutually for the ensuing Financial Year i. e. 2016-17.

14. AUDITORS OBSERVATION:

The Auditors' Report for fiscal 2016 does not contain any qualification reservation oradverse remark. The Auditors' Report is enclosed with the financial statements in thisAnnual Report.

15. Directors

a) Appointment/re-appointment/resignation

Pursuant to the provisions of section 149 of the Act Mr. Ravi Kamra Mrs. SatyawatiParashar and Mr. Deepak Tyagi were appointed as independent directors at the annualgeneral meeting of the Company held on 30th September 2015. They have submitted adeclaration that each of them meets the criteria of independence as provided in section149(6) of the Act and there has been no change in the circumstances which may affect theirstatus as independent director during the year.

During the year the non-executive directors of the Company had no pecuniaryrelationship or transactions with the Company other than the sitting fees commission andreimbursement of expenses incurred by them for the purpose of attending meetings of theCompany.

Mr. Sudhir Dixit retires by rotation at the ensuing Annual General Meeting and beingeligible has offered himself for re-appointment. Your Directors recommend his appointmentas a Director.

Pursuant to the provisions of section 203 of the Act the key managerial personnel ofthe Company are Mr. Shabir Memon Managing Director Mr. Sudhir Dixit Chief FinancialOfficer.

Miss. Sweta Agarwal has been appointed during the year as Company Secretary andCompliance Officer of the Company.

b) Declaration by Directors under Section 184

Directors declare that no directors are disqualified from being appointed as Directorof the Company under Section 184 of the Companies Act 2013.

16. SHARE CAPITAL

a. Issue of equity shares with differential rights

The Company has not issued any equity shares with differential rights during the year.

b. Issue of sweat equity shares

The Company has not issued any sweat equity shares during the year

c. Issue of employee stock options

The Company has not issued employee stock options during the year.

d. Provision of money by company for purchase of its own shares by employees or bytrustees for the benefit of employees

The Company has not made any provision for purchase of its own shares during the year.

17. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 every listed Company is required toconduct a Secretarial Audit and obtain a report from a Practising Company Secretary. Inview of this the Board of Directors has appointed Satish Batra & Associates aPracticing Company Secretary firm for conducting secretarial audit of the Company for thefinancial year 2015-2016. His report is annexed herewith as Annexure -1.

The report does not contain any qualification reservation or adverse remark.

18. MANAGEMENT DISCUSSION AND ANALYSIS:

Management's Discussion and Analysis Report for the year under review as stipulatedunder Schedule V of SEBI (LODR) Regulations 2015 is presented in Annexure-2.

19. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Your Company did not enter into any contract or arrangement during the financial yearwith related parties. Form AOC-2 as required under the Companies (Accounts) Rules 2014 isattached as Annexure-4.

20. EXTRACT OF THE ANNUAL RETURN AS REQUIRED UNDER SECTION 92(3) OF THE COMPANIES ACT2013

Extract of Annual return of the Company is annexed herewith as an Annexure-5 to thisreport.

21. CONSERVATION OF ENERGY & TECHNICAL ABSORPTION:

The Company is not a manufacturing Company and as such no provisions of Conservation ofEnergy T echnology Absorption under S ection 134 of the Companies Act 2013 read with theCompanies (Accounts) Rules 2014 are attracted.

As the Company has not carried out any activities relating to the export and importduring the financial year. There is no foreign exchange expenses and foreign income duringthe financial year.

22. CORPORATE SOCIAL RESPONSIBILITY

The Company is not covered under Section 135(2) of the Companies Act 2013. Hence nopolicy or disclosures are required to be made under the said section or applicable rules.

23. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors met ten (10) times during the year under review. Proper noticesof the meeting were given to all the Directors and intimation were duly made to StockExchange regarding the conducting of the Board Meeting and its outcome.

24. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in Note No. 6 and 7 to the Financial Statements.

25. DISCLOSURE OF DIRECTORS' REMUNERATION

As per Section 197(12) read with Rule 5 of the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 no remuneration has been paid to any of theDirectors of the Company.

26. RISK MANAGEMENT POLICY

Risk is an inherent part of any business unless and until a Company takes a risk can'tachieve success. Therefore Risk Management is a very important part of business. Yourdirectors keep a close watch on the risk prone areas and take actions from time to time.The policy of the Company is to comply with statutory requirements and try to overcome therisk of penalties and prosecutions.

The Company does not have any insurable assets. However the policy of the Company isto keep insured all insurable assets to keep them adequately insured against risks anduncertainties like fire riot earthquake terrorism loss of profit etc.

27. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to requirement under Section 134(5) of the Companies Act 2013 with respectto Directors' Responsibility Statement it is hereby confirmed:-

i. In the preparation of the annual accounts for the year ended 31st March 2016 theapplicable accounting standards had been followed along with proper explanation relatingto material departures;

ii. The directors have ensured that all applicable accounting policies are applied bythem consistently and directors have made judgments and estimates that are reasonable andprudent so as to give a true and fair view of the state of affairs of the company as at31st March 2016 and of the profit and loss of the Company for that period;

iii. The directors had taken and continue to take proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets of the company and for preventing and detecting fraud andother irregularities;

iv. The directors had prepared and continue to prepare the annual accounts on a goingconcern basis;

v. The directors had laid and continue to lay down internal financial controls to befollowed by the company and that such internal financial controls are adequate and wereoperating effectively; and

vi. The directors had devised and continue to devise proper systems to ensurecompliance with the provisions of all applicable laws and that such systems were adequateand operating effectively.

28. PERSONNEL:

There was no employee receiving remuneration attracting provisions of section 134(3)(q) of the Companies Act 2013 read with Rule 5(2) & (3) of rules the Companies(Appointment & Remuneration of Managerial Personnel) Rules 2014.

29. PREVENTION SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

Your Directors further state that during the year under review there were no reportedinstances pursuant to the Sexual Harassment of Women at Workplace (Prevention Prohibitionand Redressal) Act 2013.

30. ACKNOWLEDGEMENT

Your directors wish to place on record their sincere appreciation for contributionsmade by employees of the company and cooperation extended by the bankers and all personswho have directly and indirectly contributed to the success of the company.

Your directors also acknowledge the trust and confidence you have reposed in thecompany.

BY AND ON BEHALF OF THE BOARD.
SD/- SD/-
DATED: 30th May 2016 (Shabir Memon) (Sudhir Dixit)
PLACE: Raipur (C. G.) Managing Director Director & CFO
DIN 02023147 DIN 02023125