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ID Info Business Services Ltd.

BSE: 511260 Sector: Financials
NSE: N.A. ISIN Code: INE088P01015
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ID Info Business Services Ltd. (IDINFOBUSINESS) - Director Report

Company director report

To the Members

The Directors hereby submit their Board Report of the Company together with the AuditedStatements of Accounts for the year ended 31st of March 2017.

1. FINANCIAL RESULTS

The Company's financial performance for the year under review alongwith previous year'sfigures are given hereunder:

Particulars 31/03/2017 31/03/2016
(in Lakhs) (in Lakhs)
Profit before tax (4.36) (4.19)
Current tax expense 0 0
Deferred tax expense 0 0
Profit/Loss for the period from continuing operations (4.36) (4.19)
Profit/Loss from discontinuing operations 0 0
Tax expense of discontinuing operations 0 0
Profit/Loss from discontinuing operations (after tax) (4.36) (4.19)
Profit/Loss transferred/adjusted to General Reserve 0 0
Basic earnings per equity share 0 0
Diluted earnings per equity share 0 0

The Company is in the process of resuming its activity. The Company has incurred theloss of Rs. 436000/- on account of setting up a new business. During the coming yearsthe Company is intend to establish its activity and has already approached The BombayStock Exchange Ltd where the Shares are listed for revocation of trading.

2. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

a. Loss: The Company incurred a Loss of Rs. 436000/- for the Financial YearEnding 31st March 2017

b. Sales : The Companies Turnover is NIL for the Financial Year Ending 31stMarch 2017

c. Marketing and Market Environment: The Company is facing challenging general economicand competitive scenarios.

d. Future Prospects including constraints affecting due to Government policies: To takeadequate steps to increase the customer base and look at alternate strategies so as to beready to capture the revival in industry.

3. DIVIDEND

No Dividend was declared for the current financial year due to inadequate Profits.

4. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY OCCURRED BETWEEN THE ENDS OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTRELATES AND THE DATE OF THE REPORT.

There was no material changes and commitments 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.

5. CONSERVATION OF ENERGY TECHNOLOGY OBSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to conservation of energy technology absorption Foreignexchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 is not applicable to theCompany.

6. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THECOMPANY

The Company does not have any Risk Management Policy as the elements of riskthreatening the Company's existence are very minimal.

7. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIALRESPONSIBILITY INITIATIVES

The Company has not developed and implemented any Corporate Social Responsibilityinitiatives as the said provisions are not applicable.

8. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT 2013

There were no loans guarantees or investments made by the Company under Section 186 ofthe Companies Act 2013 during the year under review and hence the said provision is notapplicable.

9. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

During the year under review no contracts or arrangements made with related partiespursuant to Section 188.

10. EXPLANATION OR COMMENTS ON QUALIFICATIONS RESERVATIONS OR ADVERSE REMARKS ORDISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There was no qualification reservations or adverse remarks made by the Auditors intheir report.

Pursuant to the provisions of Section 204 of the Companies Act 2013 and Rule 9 of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Companyhas appointed M/s. Sandeep P. Parekh & Co. a firm of Company Secretaries in Practiceto undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit isannexed herewith as "Annexure B".

The qualifications reservations or adverse remarks made by the Practicing CompanySecretary in their respective reports are as under:

1. The Board of Directors of the Company is not constituted as required under theListing Agreement and Companies Act 2013 with the Composition of Executive DirectorsNon- Executive Directors and Independent Directors.

2. The Company has not formed Audit Committee as per the requirements of Section 177 ofCompanies Act 2013 and Listing Regulation.

3. The Company had not Formed Nomination and Remuneration Committee & StakeholdersRelationship Committee as per the requirements of Section 178 of Companies Act 2013 andListing Regulation.

4. The Company is in default in complying with the provisions of Section 203 of theCompanies Act 2013 for appointing Whole Time Key Managerial Personnel.

5. Company is in default for complying with provisions of Section 138 of the CompaniesAct 2013 which mandate the appointment of Internal Auditor.

The Board Represent hereunder:

The Board of Directors have been informed about the implementation of the new CompaniesAct 2013 since April 2014 wherein there were lot of provision which requires theappointment of various Committees Appointment of Independent Director & KeyManagerial Personnel etc for which the Company does not complied till now However theCompany would be appointing/ comply with the above requirements in near future for propercompliance of Companies Act 2013. The Company's business operations is not active themanagement has not device a separate and independent control system. Hence the Companyhas not and/or delayed filed some returns with Bombay Stock Exchange as per listingagreement and SEBI Regulations such as Board Meeting outcomes Share Capital AuditReports (under Regulation 55A) etc. due to inadvertence and oversight. However now theCompany is properly filing all the documents with the Bombay Stock Exchange on time.

11. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT PAYMENT OF REMUNERATION ANDDISCHARGE OF THEIR DUTIES

The provisions of Section 178(1) relating to constitution of Nomination andRemuneration Committee are not applicable to the Company and hence the Company has notdevised any policy relating to appointment of Directors payment of Managerialremuneration Directors qualifications positive attributes independence of Directors andother related matters as provided under Section 178(3) of the Companies Act 2013.

12. ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule12 of the Companies (Management and Administration) Rules 2014 is furnished in Annexure 1and attached to this Report

13. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW.

The Company had 4 Board meetings during the financial year under review.

Date of Board Meeting Directors Strength Directors Present
25.05.2016 • Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Krishnan Kannan • Krishnan Kannan
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
12.08.2016 • Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Krishnan Kannan • Krishnan Kannan
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
12.11.2016 • Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Krishnan Kannan • Krishnan Kannan
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
11.02.2017 • Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Krishnan Kannan • Krishnan Kannan
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
28.03.2017 • Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Krishnan Kannan • Krishnan Kannan
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka

14. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act 2013 theBoard hereby submits its responsibility Statement:

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

15. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary or Joint Ventures / Associate Companies.

16. DIRECTORS

Mr. Himanshu Lohiya and Mr. Pravin Vallabhdas Rajdev are recommended to be appointed asDirector in the ensuing Annual General Meeting.

Mr. KRISHNAN KANNAN and Mr. SUSHIL RATANLAL MORARKA retire by rotation in the ensuingAnnual General Meeting and are eligible for reappointment.

17. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

18. DECLARATION OF INDEPENDENT DIRECTORS

The Company does not comply with the criteria as per the provisions of Section 149 (6)Companies Act 2013 for Independent Directors.

19. STATUTORY AUDITORS

M/s. Vishnu Agarwal & Associates having Firm Registration Number: 134443W havebeen appointed as Statutory Auditors for a period of 5 years in the Annual General Meetingheld on 30/09/2015. Their continuance of appointment and payment of remuneration are to beconfirmed and approved in the ensuing Annual General Meeting. The Company has received acertificate from the above Auditors to the effect that if they are re-appointed it wouldbe in accordance with the provisions of Section 141 of the Companies Act 2013.

20. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

The Company has not formed an Audit Committee as per Section.177 of the Companies Act2013. & not provided for vigil mechanism.

21. SHARES

a. BUY BACK OF SECURITIES

The Company has not bought back any shares during the year under review.

b. SWEAT EQUITY

The Company has not issued any Sweat Equity shares during the year under review.

c. BONUS SHARES

No Bonus Shares were issued during the year under review.

d. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option scheme to the employees.

e. DEMATERIALISATION

The shares of the Company were in physical form and CDSL and NSDL has admitted fordepository services. The ISIN no is: INE088P01015. Trading of the shares was suspendedfrom BSE since 2nd January 2002 and the revocation of suspension is underprocess.

22. BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and the Listing Regulation theAudit Nomination & Remuneration and other Committees were not formed by the Company.So the Board's performance for the current year cannot be assessed.

23. PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employeesof the Company will be provided upon request. In terms of Section 136 of the Act theReport and Financial Statements are being sent to the Members and others entitled theretoexcluding the information on employees' particulars which is available for inspection bythe Members at the Registered Office of the Company during business hours on working daysof the Company up to the date of the ensuing Annual General Meeting. If any Member isinterested in obtaining a copy thereof such Member may write to the Company in thisregard.

24. THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTSOR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There are no significant and material orders passed by the regulators or courts ortribunals impacting the going concern status and company's operations in future.

25. THE DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TOTHE FINANCIAL STATEMENT

The Company is having an adequate internal financial control policy.

26. ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers business associatesconsultants and various Government Authorities for their continued support extended toyour Companies activities during the year under review. Your Directors also acknowledgesgratefully the shareholders for their support and confidence reposed on your Company.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Sd/- Sd/-
(Abhishek Morarka) (Kannan Krishnan)
Director Director
DIN: 01399982 DIN: 00014414
Date: 30.08.2017
Place: Mumbai