TO THE MEMBERS SC AGROTECH LIMITED
(Formerly known as Sheel international Ltd)
Your Directors have Pleasure in Presenting the 26th Annual Report togetherwith audited statement of accounts for the year ended 31st March 2016.
(Amount in Rs.)
|particulars || |
As on 31.03.2016
As on 31.03.2015
|Income || || |
|Revenue from operations (gross) || |
|Other Income || |
|Total Revenue || |
|Expenses || || |
|Purchase || |
|Employee benefits expense || |
|Finance Cost || |
|Depreciation and amortization expenses || |
|Other expenses || |
|Total Expenses || |
|Profit (loss) before exceptional and extraordinary items and tax || |
|Less: Exceptional Items & Current Tax || || |
|1 Prior Period Tax Credit ||(84030) ||Nil |
|2. Current year tax Exp ||(138756) ||93249 |
|Total Exceptional Items & Current year Tax || |
|Profit/ (loss) after Tax and exceptional Items || |
OPERATIONS AND FUTURE PLANS :
The operations for the year under review show Profit before tax of Rs. 3.82 Lacs.
The Operation of plant of the company has been stopped since 1998 due to scarcity offund. The future planning under review to diversify its business in trading of agricultureand horticulture sector and also board has proposed its name of the company.
Since the Production of the company has been stopped in the year 1998 BILONA is themost popular brand which is still holding more demand in market.Management has decided tolease out this Trade mark to someone else. Shree Anu Milk Products Limited. who is majorsupplier of the Dairy product like Pure Ghee and skimmed Milk and other dairy product inthe market hence approaced to the company to use this particular brand therefor this brandhas been leased out to Shree Anu Milk Products Limited under the agreed term and condition
In view of the past track of the financial of the company not earn much more profit andits huge loss occurred since last several year company is not in the position is todistribute Dividend to its shareholder.
CHANGE IN NAME:
The Name of the Company has been changed from Sheel International Limited to SCAgrotech Ltd w.e.f 26th October 2015 and the said effect has been taken placewith the Bombay Stock Exchange where equity is traded under the security code ID SCAGRO.
There is no change in the Authorised Share Capital and paid up Share Capital of theCompany during the previous year.
DIRECTORS / Company Secretary:
? In pursuant to Article 89 (2) of the Article of Association of the Company andread with Section 152 of the Company Act 2013 Mr. Rahul Kumar retire by rotation at theensuring Annual General Meeting and being eligible offer themselves for re-appointment.The board recommended their re-appointment.
? In Pursuant to the Provision of Section 149 & 152 and all other applicableprovisions of the Company Act 2013 Sh. Anil Kumar (DIN 07215544) has been appointed as anIndependent Director of the Company for the period of Five year W.e.f 09th Feb2016 for the period of five years and shall not be liable to retire by rotation.
? Sh. Madan Chandra Das who has been retired from the Position of Directorship ofthe Company W.e.f 09th February 2016.
? Sh. Ajay Rawant holding membership No F8226 from the Institute of CompanySecretary of India has been appointed as Whole Time Company Secretary in the Board w.e.f1st December 2015 and their appointment has been confirm by the Board.
? In pursuant to the provisions of Section 149(1) and all other applicableprovisions of the Companies Act 2013 and the Companies (Appointment and Qualification ofDirectors) Rules 2014 (including any statutory modification(s) or re-enactment thereoffor the time being in force) and Clause 49 of the Listing Agreement Miss Nayadita Sharma(DIN : 07156814) be and is hereby appointed as Director in the Category of Women Directorwith effect from 01/04/2015.
DIRECTORS RESPONSIBILITY STATEMENT:
The Directors responsibility statement pursuant to section 134 (5) of the CompaniesAct 2013 is annexed there to
Your Directors have pleasure to State:
i) That in the preparation of the annual accounts for the financial year ended 31stMarch 2016 the applicable accounting standards has been followed along with properexplanations if any relating to material departure; ii) That the Directors had selectedsuch accounting policies and applied them consistently and made judgments and estimatesthat are reasonable and prudent so as to give a true and fair view of the state ofaffairs of the Company at the end of the financial year and the loss of the Company forthe year under review. iii) That the Directors had taken proper and sufficient care forthe maintenance of adequate accounting records in accordance with the provisions of theCompanies Act 2013 for safeguarding the assets of the Company and for preventing anddetecting fraud and other irregularities. iv) That the Directors had prepared the annualaccounts ongoing concern basis. v) That the Director in the case of a Listed Companyhad laid down the Internal Financial control to be followed by the Company and that suchinternal Financial Controls are adequate and were operating effectively. vi) That theDirector had advised proper system to ensure compliance with the provision of allapplicable law that such system was adequate and operating effectively.
SECRETARIAL AUDIT REPORT
Pursuant to the provisions of section 204 of the Companies Act 2013 and the Companies(Appointment and remuneration of mangerail persons) rules 2014 the Company has appointedMr.Sanjiv Nigam (CP No. 8458) M/s Sanjiv Nigam & Associates company Secretaries toundertake the Secretarial Audit of the Company for the financial period 2015-16 (15months).
The Secretarial Audit report to the financial period ended 31st march 2016is attached as Annexure I of this Board s report. The Secreatrail Audit report does notcontain any qualification reservation or adverse remark.
During the year under review neither any fixed deposit has been invited nor any fixeddeposit have been renewed by the Company under the provisions of section 73 of theCompanies Act 2013 read with Companies (Acceptance of Deposits) Rules 1975 from thepublic.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUT GO.
Statement pursuant of Section 134 (3) (m) of the Company Act 2013 are annexed heretoand forming part of the report.
CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:
Your Company has taken adequate steps to ensure compliance with the provision ofCorporate Governance as prescribed under the Listing Agreement with the Appropriate StockExchange . A Separate notes on Corporate Governance and Management Discussion and AnalysisReport are set out as Annexure "A" and "B" respectively. A Certificatefrom the Auditor of the company & Company Secretary in practice certifying complianceconditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreementis attached to this report.
LISTING AGREEMENTS REQUIREMENTS:
Company is listed at Bombay Stock Exchange and Delhi Stock Exchange the Complianceunder the Listing Agreement is being done on time. The Trading of the Equity are availableat BSE and our shareholder are requested to demat your equity and use normal trading atBombay Stock Exchange. .
STATUTORY DISCLOSURE AND PARTICULARS OF THE EMPLOYEES:
None of the Director of your Company is disqualified as per provision of Section 164(1)of the Companies Act 2013. Your Director has made necessary disclosure as required undervarious provision of the company Act 2013 and clause 49 of the Listing Agreement.
M/S Manoj Sangeeta & Associates Chartered Accountant (FRN: 021873N) NewDelhi Auditors of the Company retire at the ensuing Annual General Meeting. They haveexpressed their willingness for reappointment. The Board recommends their reappointment.
The Board expresses its gratitude to the Government Authorities Financial Institutionsand Bankers for their continued and valuable support and co-operation extended to theCompany. The Board also gratefully acknowledged the support extended by the suppliersInvestors dealers Shareholders of Company. The Board also wish to place on records theirsincere appreciation of the wholehearted co-operation extended and the valuablecontribution made by the employees of all levels. Your directors sincerely thank allmembers for supporting us during the difficult days. We look forward to your continuedsupport and reiterate that we are determined to ensure that the plans are successfullyimplemented.
| ||FOR AND ON BEHALF OF THE BOARD || |
| ||For SC AGROTECH LIMITED || |
| ||(Formerly Known as Sheel International Limited) || |
|Date:25.05.2015 || || |
|Place: New Delhi ||sd/- ||sd/- |
| ||Nitin Maheshwari ||Rahul Kumar |
| ||Executive Director ||Director |