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Classic Leasing & Finance Ltd.

BSE: 540481 Sector: Financials
NSE: N.A. ISIN Code: INE949C01016
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OPEN 3.02
PREVIOUS CLOSE 2.88
VOLUME 1
52-Week high 3.02
52-Week low 2.50
P/E
Mkt Cap.(Rs cr) 1
Buy Price 3.02
Buy Qty 15059.00
Sell Price 0.00
Sell Qty 0.00
OPEN 3.02
CLOSE 2.88
VOLUME 1
52-Week high 3.02
52-Week low 2.50
P/E
Mkt Cap.(Rs cr) 1
Buy Price 3.02
Buy Qty 15059.00
Sell Price 0.00
Sell Qty 0.00

Classic Leasing & Finance Ltd. (CLASSICLEASING) - Director Report

Company director report

To

The Members

Your Directors have pleasure in presenting their Annual Report on the business andoperations of the Company and the accounts for the Financial Year ended March 31 2016.

l.Financial Summary or Highlights/Performance of the Company

The Board's Report shall be prepared based on the standalone financial statements ofthe Company.

Particulars 2015-2016 2014-15
Gross Income 645012.00 1051050.00
Profit Before Interest and Depreciation 158767.00 136527.00
Finance Charges 0.00 0.00
Gross Profit 158767.27 136527.00
Provision for Depreciation 1827.32 61987.00
Profit Before Tax (PBT) 156939.92 74540.00
Provision for Tax 19695.00 17721.13
Profit After Tax (PAT) 137244.92 56818.87
Balance of Profit brought forward (74591.02) (158858.89)
Balance available for appropriation 62653.90 (102040.02)
Proposed Dividend on Equity Shares 0.00 0.00
Tax on proposed Dividend 0.00 0.00
Transfer to General Reserve 27449.00 0.00
Surplus carried to Balance Sheet 35204.90 (102040.02)

2. Operations

The Company is engaged in investment activities and other financial services during theyear under review and moreover the Company is not having any division(s)/ branch(s) hencethe requirement of segment-wise reporting is considered irrelevant. Further since fromlast year company yield profit of Rs. 35204.90 against the loss of Rs. (102040.02) inprevious year. Hence in the coming year we hope for better growth and opportunity towardsthe business of the Company.

3. Dividend

The Board of Directors has decided not to recommend any dividend for the year ended 31stMarch 2016.

4. Transfer to Reserves

The Company has transferred amount of Rs. 27449/- (Twenty Seven Thousand Four Hundredand Forty Nine Only) to Statutory Reserve Fund Created in terms of Section 45-IC of theRBI Act 1934 during the year under review.

5. Share Capital

There has being no change in the share capital of the company during the year 2015-16.

At the end of the year as on 31st March 2016 the paid up Equity Share Capital as on31st March 2016 stood at Rs 30002000.00.

6. Material changes and commitment if any affecting the financial position of theCompany occurred between the end of the financial year to which this financial statementsrelate and the date of the report

No material changes and commitments affecting the financial position of the Companyoccurred between the end of the financial year to which this financial statements relateon the date of this report.

7. Directors and Key Managerial Personnel

Mr. Prashant Bothra Director of the Company retires by rotation at the forthcomingAnnual General Meeting and being eligible offer himself for reappointment.

During the year under review Mrs. Priyanka Sarda having membership Number 240892resigned from the post of Company Secretary and Compliance Officer with effect from19.12.2015 and Mr. Bishal Agarwal possessing requisite qualification from the Institute ofCompany Secretaries of India having membership number 26041 appointed as Company Secretaryand Compliance officer with effect from 01.02.2016.

8. Meetings

A calendar of Meetings is prepared and circulated in advance to the Directors from timeto time. During the year 10 Board Meetings 4 Audit Committee Meetings and 4 StakeholdersRelationship Committee were convened and held. The details of which are given in theCorporate Governance Report. The intervening gap between the Meetings was within theperiod prescribed under the Companies Act 2013.

9. Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and Clause 49 of the ListingAgreement the Board has carried out an annual performance evaluation of its ownperformance the directors individually as well as the evaluation of the working of itsAudit Nomination & Remuneration and Compliance Committees. The manner in which theevaluation has been carried out has been explained in the Corporate Governance Report.

10. Remuneration Policy

The Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy for selection and appointment of Directors Senior Management and theirremuneration. The Remuneration Policy is stated in the Corporate Governance Report. Sincethe Company is at growing trend the Director's are at nil remuneration.

11. Details of Subsidiary/Joint Ventures/Associate Companies

Pursuant to sub-section (3) of section 129 of the Companies Act 2013 do not apply toour Company. There is/was no subsidiary/joint ventures or Associate Companies during thefinancial year under review.

12. Auditors:

The Auditors M/s P. K. Bhotika Chartered Accountants Kolkata were appointed for aperiod of 5 years subject to ratification at every Annual General Meeting in terms ofSection 139 of the Companies Act 2013. They have confirmed their eligibility andwillingness for the next term from the conclusion of ensuing annual general meeting to theconclusion of next annual general meeting. The Board of Directors therefore recommendsratification of appointment for F.Y. 2016-17 of M/S. P.K. Bhotika CharteredAccountants as statutory auditors of the company for the approval of Shareholders.

13. Auditors' Report

The Auditors' Report does not contain any qualification provided by our StatutoryAuditor Mr. P. K. Bhotika. Further Auditors remarks in their report are self-explanatoryand do not call for any further comments.

14. Disclosure about Cost Audit

Pursuant to the provisions of Section 148 and all other applicable provisions of theCompanies Act 2013 read with the Companies (Audit and Auditors) Rules 2014 do notapply to our Company.

15. Secretarial Audit Report

In terms of Section 204 of the Act and Rules made there under Mr. Bijan Kumar MalikPracticing Company Secretary have been appointed Secretarial Auditors of the Company. Thereport of the Secretarial Auditors is enclosed as Annexure II to this report. Thereport is self-explanatory and do not call for any further comments.

16. Internal Audit & Controls

The scope of work is at growing trend hence internal auditor is not appointed at theinitial stage. Further the appointment may be done in future which shall include review ofprocesses for safeguarding the assets of the Company review of operational efficiencyeffectiveness of systems and processes and assessing the internal control strengths inall areas to improve efficiency in operations.

17. Vigil Mechanism:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013a Vigil Mechanism for directors and employees to report genuine concerns has beenestablished. The Vigil Mechanism Policy has been uploaded on the website of the Company atwww.classicleasing.net under Corporate Governance link.

18. Risk management policy

A statement indicating development and implementation of a risk management policy forthe Company including identification therein of elements of risk if any this in theopinion of the Board may threaten the existence of the Company.

19. Extract of Annual Return:

As required pursuant to section 92(3) of the Companies Act 2013 and rule 12(1) of theCompanies (Management and Administration) Rules 2014 an extract of annual return in MGT9 as a part of this Annual Report as ANNEXURE I .

20. Deposits

No deposits accepted during the year in pursuance to the provisions covered underChapter V of the Act.

21. Particulars of loans guarantees or investments under section 186

Pursuant to the provisions of Section 186 and all other applicable provisions of theCompanies Act 2013 read with the Companies Rules 2014 no loans guarantees orinvestments made under the said section.

23. Particulars of contracts or arrangements with related parties:

The Company did not entered into contract or arrangements with related parties referredto in sub-section (1) of section 188 of the Companies Act 2013.

24. Corporate Social Responsibility

The Company had not taken any initiatives on the activities of Corporate SocialResponsibilities as the provisions relating to the same are not applicable to the Company.

25. Corporate Governance Certificate

Pursuant to Regulation 34 of SEBI (Listing Obligation and Disclosure Requirements)Regulations 2015 with the Stock Exchanges the report on Corporate Governance andManagement Discussion & Analysis forms part of the Annual Report. The Certificate fromthe Secretarial Auditor of the company confirming compliance with the conditions ofCorporate Governance as stipulated under Schedule V of Regulation 34 of SEBI (ListingObligation and Disclosure Requirements) Regulations 2015 also constitute an integral partof the Annual Report.

26. Management Discussion And Analysis

The Management Discussion and Analysis forms part of this Annual Report for the yearended 31st March 2016.

27. Particulars Of Employee:

None of the employees of the Company are in receipt of remuneration exceeding the limitprescribed under rule 5 (2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 so statement pursuant to Section 197(12) of the Companies Act 2013read with rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is not required to be included.

27. Statutory Disclosures

During the year under review none of the employees were in receipt of remuneration asmentioned in the act and therefore the provisions of Section 217 (2A) of the CompaniesAct 1956 & relevant section of Companies Act 2013 read with Companies (Appointmentand Remuneration of Managerial Personnel) Rules 2014 as amended (if any) are notattracted.

28. Obligation Of Company Under The Sexual Harassment Of Women At Workplace(Prevention Prohibition And Redressal) Act 2013

The company has adopted the policy on redressal of Sexual and Workplace harassment asper the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal)Act 2013 ("Sexual Harassment Act") and the same is displayed at the website ofthe company. The Company believes that it is the responsibility of the organization toprovide an environment to its employee who is free of discrimination intimidation andabuse and also to protect the integrity and dignity of its employees and to avoidconflicts and disruptions in the work environment. Further there stood no cases filedduring the year under review.

29. Conservation of energy technology absorption and foreign exchange earnings andoutgo

The details of conservation of energy technology absorption foreign exchange earningsand outgo are as follows:

a) Conservation of energy

(i) the steps taken or impact on conservation of energy NIL
(ii) the steps taken by the Company for utilizing alternate sources of energy NIL
(iii) the capital investment on energy conservation equipment's NIL

(b) Technology absorption

(i) the efforts made towards technology absorption NIL
(ii) the benefits derived like product improvement cost reduction product development or import substitution NIL
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)- NIL
(a) the details of technology imported NIL
(b) the year of import; NIL
(c) whether the technology been fully absorbed NIL
(d) if not fully absorbed areas where absorption has not taken place and the reasons thereof NIL
(iv) the expenditure incurred on Research and Development NIL

(c) Foreign exchange earnings and Outgo

During the year the total foreign exchange used was NIL and the total foreign exchangeearned was NIL.

30. 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 that:

(a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistentlyand made judgments and 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 and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets 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; and

(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 provisionsof all applicable laws and that such systems were adequate and operating effectively.

31. Transfer of Amounts to Investor Education and Protection Fund

Your Company did not declare any dividend for any financial year in the past so thereis nil funds lying unpaid or unclaimed for a period of seven years. Therefore there wereno funds which were required to be transferred to Investor Education and Protection Fund(IEPF).

32. Listing with Stock Exchanges

The Company confirms that it has paid the Annual Listing Fees for the year 2015-2016 toCSE where the Company's Shares are listed.

33. Acknowledgements

An acknowledgement to all with whose help cooperation and hard work the Company isable to achieve the results.

For and on behalf of the Board of Directors

Sd/- Sd/-
Vijay Bothra Sanjay Kumar Agarwala
Managing Director Director
Place: Kolkata
Date: 21.04.2016