ATHARV ENTERPRISES LTD KOLHAPUR
Your Directors have pleasure in presenting the 27thAnnual Report with the AuditedStatement ofAccounts of your Company for the financial year ended 31st March 2017.
Financial Results of the company for the year under review along with the figures forprevious year are as follows.
|Particulars ||March 31 2017 ||March 31 2016 |
|Net Sales/Income from Operations ||13195007 ||45745238 |
|Less : Total Expenditure before finance cost depreciation ||8945832 ||42495875 |
|Operating Profit ||4249175 ||3249363 |
|Add. Other Income ||00 ||00 |
|Profit before finance cost depreciation and Taxes ||4249175 ||3249363 |
|Less: Finance Cost ||261947 ||00 |
|Depreciation ||436722 ||670036 |
|Profit before Taxes ||3550506 ||2579327 |
|Tax expense : || || |
|(1) Income Tax for earlier years || ||1686358 |
|(2) Current Year Tax ||1445080 ||892969 |
|(3) Deferred tax ||00 ||00 |
|Profit(Loss) for the period from ||2105426 ||1686358 |
|Continuing Operations || || |
|EPS ||0.01 ||0.01 |
The paid up Equity Share Capital as on March 31 2017 was Rs. 170000000/-.
The Board of directors does not recommend any dividend for the year ended March 312017.
As per the Provisions of Companies Act 2013 and Articles of Association of theCompany Mr. Pramod Gadiya will retire by rotation in the ensuing AGM and being eligibleseek re-appointment. A brief resume and other details relating to the directors who are tobe re-appointed is attached along with. The Board of directors recommends hisre-appointment. Mr. Jagdish Chandra Gadiya Chairman and Managing Director is re-appointedfor a period of 5 (five) years w.e.f 14th August 2017. His re-a p p o i n t m e n t r e so l u t i o n i s recommended for the approval of members by way of special resolution.
DIRECTORS ' RESPONSIBILITY STATEMENT
The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) ofSection 134 of the Companies Act 2013 shall state thata) In the preparation of theannual accounts the a p p l i c a b l e a c c o u n t i n g standards had been followedalong with proper explanation r e l a t i n g t o m a t e r i a l departures; b) Thedirectors had selected such accounting policies and applied them consistently and m a d ej u d g m e n t s a n d estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit and loss of the company for that period; c) The directors had taken proper andsufficient care for the maintenance of adequate a c c o u n t i n g r e c o r d s i naccordance with the provisions of this Act for safeguarding the assets of the company andfor preventing and detecting fraud and other irregularities; d) The directors had preparedthe annual accounts on a going concern basis; and e) The directors had devised propersystems to ensure compliance with the provisions of all applicable laws and that suchsystems were adequate and operating effectively.
There are no qualifications reservations or adverse remarks made by M/s SanjayVhanbatte Co. Statutory Auditors in their report for the Financial Year ended March 312017. The Statutory Auditors have not reported any incident of fraud to the AuditCommittee of the Company in the year under review
During the year under review your Company did not accept any deposits within themeaning of provisions of Chapter V Acceptance of Deposits by Companies of theCompanies Act 2013 read with the Companies (Acceptance of Deposits) Rules 2014.
RELATED PARTY TRANSACTIONS
There have been no materially s i g n i f i c a n t r e l a t e d p a r t ytransactions between the Company a n d t h e D i r e c t o r s t h e management thesubsidiaries or the relatives except for those d i s c l o s e d i n t h e f i n a n c i al s t a t e m e n t s . A c c o r d i n g l y particulars of contracts or arrangementswith related parties referred to in Section 188(1) along with the justification forentering into such contract or arrangement in Form AOC-2 does not form part of the report.
The Company is exposed to inherent uncertainties owing to the sectors in which itoperates. A key factor in determining a company's capacity to create sustainable value isthe risks that the company is willing to take (at strategic and operational levels) andits ability to manage them effectively. Many risks exist in a company's operatingenvironment and they emerge on a regular basis. The Company's Risk Management processesfocuses on ensuring that these risks are identified on a timely basis and addressed.
HUMAN RESOURCES MANAGEMENT
Information Under The Sexual Harrassment Of Women At Workplace (Prevention ProhibitionAnd Redressal)Act 2013 The Company has constituted an Internal Compliants Committee underSection 4 of the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013. During the year no complaint was filed before the said Committee.
AUDITORS i) StatutoryAuditors
As per the provisions of the Act the period of office of M/s Sanjay Vhanbatte &Co. Chartered Accountants expires at the conclusion of the ensuing Annual GeneralMeeting.
It is proposed to appoint Naik Patel & Company Chartered Accountants as StatutoryAuditors of the
Company for a term of 5 (five) consecutive years. Naik Patel & Company CharteredAccountants has confirmed their eligibility and qualification required under the Act forholding the office as Statutory Auditors of the Company. ii) SecretarialAudit
Pursuant to the provisions of section 204 of the Companies Act 2013 and the Companies(Appointment & Remuneration of Managerial Personnel) Rule 2014 the company hasappointed Sunita Manish Agarwal Company Secretary in Practice to undertake thesecretarialAudit of the Company. iii) INTERNALAUDITORS
M / s . A n i l N a i k C h a r t e r e d Accountants have been appointed asInternal Auditors of the company.
A Secretarial Audit Report given by Ms Sunita Manish Agarwal a Company Secretary inpractice shall be annexed with the report. The Board of Directors shall provideexplanations or comments on every qualification reservation or adverse remark ordisclaimer made by the company secretary in practice in the secretarial audit report.
At Atharv enterprises we ensure that we evolve and follow the corporate governanceguidelines and best practices sincerely to not just boost long-term shareholder value butto also respect minority rights. We consider it our inherent responsibility to disclosetimely and accurate information regarding our financials and performance as well as theleadership and governance of the Company.
Pursuant to applicable clauses of SEBI (LODR) regulation 2015 the Management Discussionand Analysis the Corporate Governance Report and the Auditors' Certificate regardingcompliance of conditions of Corporate Governance are made part of theAnnual Report.
During the year Six Board Meetings and Four Audit Committee meetings are convened andheld. The details of which are given in Corporate G o v e r n a n c e R e p o r t . T h eintervening gap between the Meetings was within the period prescribed under the CompaniesAct 2013 and the Listing Agreement.
I N D E P E N D E N T D I R E C TO R S DECLARATION
The Company has received the necessary declaration from each ID in accordance withSection 149(7) of the Companies Act 2013 that he/she meets the criteria of independenceas laid out in subsection (6) of Section 149 of the Companies Act 2013 and applicableclauses of SEBI (Listing Obligation and disclosure requirement) regulation 2015 (thelisting regulation)
EXTRACT OFANNUAL RETURN:
The extract of the Annual Return of your Company as on March 31 2017 as provided undersub-section (3) of Section 92 in the Form MGT 9 is enclosed as a part of the Directors'Report.
INTERNAL CONTROL SYSTEMS AND ADEQUACY:
The Audit Committee set up by the Board reviews periodically the internal audit reportssubmitted by the internal auditors. The Management periodically interacts with theinternal and statutory auditors and implement the suggestions make by them from time totime. The Company has adequate internal control systems commensurate with its size andnature of operations.
Material changes and commitment if any affecting the financial position of the companyoccurred between the end of the financial year to which this financial statements Relateand the Date of the Report N o m a t e r i a l c h a n g e s a n d commitments affectingthe financial position of the Company occurred between the end of the financial year towhich this financial statements relate on the date of this report.
The Board of Directors approved the Vigil Mechanism that provides a formal mechanismfor all Directors employees and vendors of the Company Committee of the Board and makeprotective disclosures about the unethical behaviour actual or suspected fraud orviolation of the company Code of Conduct.
PARTICULARS OF EMPLOYEES
During the year under report none of the employees employed throughout the year orpart of the y e a r w e r e i n r e c e i p t o f remuneration as per section 197 of theCompaniesAct 2013 read with Rule 5 of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.
At present 170000000 equity shares of the Company are listed on Bombay Stock ExchangeLtd. (BSE) and the Company has paid the applicable Listing Fees to BSE for the year2017-18.
CODE OF CONDUCT COMPLIANCE:
Pursuant to the listing regulation declaration signed by the Mr.
Jagdish Chandra Gadiya Managing Director affirming compliance with the Code ofConduct by the Director's and senior management personnel for the financial year 2016-17is annexed and forms part of the Directors and Corporate Governance Report
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO:
The details about conservation of energy technology absorption foreign exchangeearning and outgo as required by section 217(e) of the Companies Act 1956 and theCompanies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988 areas given below
Conservation of Energy :Not Applicable.
Research and Development : Not Applicable Technology absorption adoption andinnovation : Not Applicable.
Foreign Exchange earning & Outgo Foreign Exchange earning : NIL Foreign Exchangeoutgo : NIL
We thank our customers vendors dealers investors business associates and bankersfor their continued support during the year. We place on record our appreciation of thecontribution made by employees at all levels. Our resilience to meet challenges was madepossible by their hard work solidarity co-operation and support. We thank the Governmentof India the State Governments where we have operations and other government agencies fortheir support and look forward to their continued support in the future.
|ON BEHALF OF THE BOARD OF DIRECTORS |
|PLACE : KOLHAPUR |
|DATE : 12/08/2017 |
|JAGDISH CHANDRA GADIYA |
|CHAIRMAN & MANAGING DIRECTOR |
|(DIN : 03577289) |