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Shreevatsaa Finance & Leasing Ltd.

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Shreevatsaa Finance & Leasing Ltd. (SHREEVATSAAFIN) - Director Report

Company director report

To

The Members

Your Directors have immense pleasure in presenting their 31st Annual Reporton the business and operations of the Company together with the Annual FinancialStatements for the Financial Year ended March 31 2017.

FINANCIAL PERFORMANCE (STANDALONE & CONSOLIDATED)

The Company has earned a net profit of Rs. 4084419.11/- (Rupees Forty Lakhs EightyFour Thousand Four Hundred Nineteen). A Summary of the Financial position is mentionedherein below:-

The Board's Report shall be prepared based on the stand alone financial statements ofthe company.

(Amount in Rupees)

Standalone Consolidated
PARTICULARS Year Ended 31.03.2017 Year Ended 31.03.2016 Year Ended 31.03.2017 Year Ended 31.03.2016
Profit Before Taxation and Depreciation 5254897.45 3353181.15 5254897.45 3353181.15
Depreciation - - - -
Profit Before Taxation 5254897.45 3353181.15 5254897.45 3353181.15
Current Tax 1171160.00 633660.00 1171160.00 633660.00
Less: MAT Credit Entitlement - 633660.00 - 633660.00
Net Current Tax 1171160.00 - 1171160.00 -
Deferred Tax written Back (681.66) 2103.66 (681.66) 2103.66
Profit after Taxation 4084419.11 3351077.49 4084419.11 3351077.49
Add: Balance Brought forward from Previous Year 69749505.29 67136954.30 106147883.70 106233475.14
Profit available for Appropriation 73833924.40 70488031.79 110232302.81 109584552.63

OPERATIONS

During the year under review the overall performance of the Company was steady andsatisfactory. The Company has been mainly carrying on the business of sale and purchase ofshares securities and units. It also earned jobbing profits from sale of shares anddividend from units and mutual funds.

The Company continues to focus its main attention on cost reduction Assets/Liability– Management and collection. Your company managed to carry out all its business andcommercial obligations in time and with dignity.

Your Directors shall continue to put in all efforts to increase the business of thecompany and are confident of even better and brighter prospects of the Company.

The Company is considering various possibilities for optimizing the present businessactivities and also other business proposals keeping in view the profitability andstability of business of the Company. The Company is also pursuing the possibility intoother related activities.

DIVIDEND

With a view to provide a cushion for any financial contingencies in the future and tostrengthen the financial position of the Company your Directors have decided not torecommend any dividend for the period under review.

GENERAL RESERVES

During the year under review Rs. 4084419.11 (Rupees Forty Lakhs Eighty Four ThousandFour Hundred Nineteen) was transferred to General Reserves.

DEPOSITS

The details in regard to deposits covered under Chapter V of the Companies Act2013 are mentioned hereunder;

a) Amount accepted during the year Nil
b) Amount remained unpaid or unclaimed as at the end of the year Nil
c) Default in repayment of deposits or payment of interest thereon during the year and if so number of such cases and the total amount involved:
i) at the beginning of the year -N/A-
ii) maximum during the year -N/A-
iii) at the end of the year -N/A-

The company does not have deposits which are in contradiction of Chapter V of the Act.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The names of the companies which have become or ceased to be the Company'ssubsidiaries Joint Venture and associate companies during the year under review isprovided below :

S. No. Name of the Company Subsidiary/JV/Associate Become/ Ceased Effective Date
1. Tapasya Projects Limited Associate Become 15.09.2009
2. Wellgrow Infotech Pvt. Ltd. Associate Become 15.09.2009
3. Yashi Buildcon Pvt. Ltd. Associate Ceased 01.12.2016
4. Shivansh Land Developers Pvt. Ltd. Associate Ceased 01.12.2016

Statement containing salient features of the financial statement ofsubsidiaries/associate companies/joint ventures forms part of this Report in Form AOC-1 asAnnexure I. The Company does not have any Subsidiary and Joint Venture Company.

LISTING

The equity shares of your Company are listed with Bombay Stock Exchange and AhmedabadStock Exchange.

NBFC STATUS

The Company is duly registered with Reserve Bank of India as an NBFC not acceptingpublic deposits. Since the Company has neither accepted any deposit nor it intends toaccept any deposit hence it has duly been passing appropriate resolution in each financialyear.

MATTERS RELATED TO DIRECTORS AND KEY MANGERIAL PERSONNEL

The Company has re-appointed Mr. Praveen Kumar Arora as Managing Director of theCompany for a period of 5 years with effect from 01st April 2016 upto 31stMarch 2021 in the Extra-Ordinary General Meeting of the Company held on 15thJune 2016.

Mr. Manohar Lal and Mr. Sanjay Mehrotra were appointed as Independent Non-ExecutiveDirector in the last AGM held on 30th September 2016 for a period of 5 (Five)years to hold office upto conclusion of the 35th AGM of the Company.

Due to some health issues Mr. Manohar Lal has resigned from the Board w.e.f. 27thApril 2017 and Mr. Sushil Kumar Mohanty has joined the Board on 13th May 2017to hold office upto the ensuing AGM.

Additionally the Notice of ensuing Annual General Meeting includes a proposal forappointment of Mr. Sushil Kumar Mohanty as an Independent Director not liable for retireby rotation for a period of 5 (Five) years by passing a ordinary resolution.

In accordance with the provisions of the Act and the Articles of Association of theCompany Mrs. Vrsha Arora (DIN: 00162254) Director of the Company retires by rotation atthe ensuing Annual General Meeting and being eligible have offered herself forre-appointment.

None of the Directors are disqualified from appointment under Section 164 of theCompanies Act 2013.

DECLARATIONS BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet with the criteria of independence as prescribed undersub-section (6) of Section 149 of the Companies Act 2013.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 the Board has carried out an annualperformance evaluation of its own performance the Directors individually as well as theevaluation of the working of its Audit Nomination and Remuneration and ComplianceCommittees. The manner in which the evaluation has been carried out has been explained inthe Corporate Governance Report.

NUMBER OF BOARD MEETING

During the year under review (10) Ten Board Meetings and (4) Four Audit CommitteeMeetings were convened and held. The intervening gap between the meetings was within theperiod prescribed under the Companies Act 2013. The details of the Board Meeting are setout in the Corporate Governance Report which forms part of this Report.

PARTICULARS OF EMPLOYEES

Your Directors appreciate the significant contribution made by the employees to theoperations of your Company during the period.

The information required on particulars of employees under Section 134(3) (g) andSection 197(12) of the Companies Act 2013 and Rule 5 of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 is given in a separate Annexure IIto this Directors' Report.

CHANGE IN THE NATURE OF THE COMPANY'S BUSINESS ETC:

There has not been any change in the nature of the Company's business or in the classof the business in which the company has an interest. Company has no subsidiary.

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 III.

STATUTORY AUDITORS

The tenure of M/s Tandon & Mahendra Chartered Accountants (Firm Registration No.003747C) statutory auditors of the company will get expired at the ensuing AGM hencethe Company proposes to appoint M/s. R. Mohla & Co. Chartered Accountants (FirmRegistration No. 003716C) as Statutory Auditors of the Company for a term of 05 years fromthe conclusion of this AGM until the conclusion of 36th AGM to be held in theyear 2022 subject to the ratification at each annual general meeting held afterforthcoming annual general meeting.

They have confirmed their eligibility to the effect that their appointment if madewould be within the prescribed limits under the Act and that they are not disqualified forappointment.

EXPLANATION TO AUDITORS REMARKS

The Auditor's Report is does not contain any qualification reservation remarks ordisclaimer and therefore does not call for any further comments or explanations.

SECRETARIAL AUDIT REPORT

In terms of Section 204 of the Act and Rules made there under M/s. Rabi Satapathy& Associates Practicing Company Secretary have been appointed Secretarial Auditor ofthe Company.

The report of the Secretarial Auditor is enclosed as Annexure IV to this report.The report is self-explanatory and do not call for any further comments.

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

Except as disclosed elsewhere in this report no material changes and commitments whichcould affect the Company's financial position have occurred between the end of thefinancial year of the Company and the date of this report.

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All contracts or arrangements or transactions entered into by the company withits related parties during the financial year were on arms-length basis and do not attractthe provisions of Section 188 of the Companies Act 2013.

Suitable disclosure as required by the Accounting Standards-18 has been made in thenotes to the Financial Statement. Accordingly the disclosure of related partytransactions as required under Section 134(3) (h) of the Companies Act 2013 forms part ofthis Report in Form AOC-2 as Annexure V.

Your Directors also draw attention of the members to Note No. 25 of the financialstatements which set out related party disclosure.

PARTICULARS OF LOANS GUARANTEES INVESTMENTS UNDER SECTION 186

As our Company is a Non-Banking Financial Company therefore it is specificallyexempted under the provisions of the Section 186 of Companies Act 2013.

DISCLOSURE RELATING TO SWEAT EQUITY SHARES

The Company has not issued any sweat equity shares during the year under review andhence no information as per provisions of Rule 8(13) of the Companies (Share Capital andDebenture) Rules 2014 has been furnished.

DISCLOSURE RELATING TO EMPLOYEE STOCK OPTION SCHEME AND EMPLOYEE STOCK PURCHASE SCHEME

The Company has not issued any employee stock option scheme and employee stock purchasescheme and hence no information as provisions of Rule 12(9) of the Companies (ShareCapital and Debenture) Rules 2014 and SEBI (Employee Share Based Employee Benefits)Regulations 2014 has been furnished.

AUDIT COMMITTEE

Details pertaining to composition of Audit Committee as per Section 177 of theCompanies Act 2013 read with Rule 6 of the Companies (Meetings of the Board and itsPowers) Rules 2014 are included in the report on Corporate Governance. All therecommendations made by Audit Committee were accepted by Board.

NOMINATION & REMUNERATION COMMITTEE

Details pertaining to composition of Nomination & Remuneration Committee as perSection 178 of the Companies Act 2013 read with Rule 6 of the Companies (Meetings of theBoard and its Powers) Rules 2014 are included in the report on Corporate Governance.

VIGIL MECHANISM

In pursuant to the provisions of Section 177(9) & (10) read with Rule 7 of theCompanies (Meetings of the Board and its Powers) Rules 2014of the Companies Act 2013 aVigil Mechanism for Directors and Employees of the Company to report genuine concerns hasbeen established.

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.

CORPORATE GOVERNANCE

As per the requirement of Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 the Company has to necessarily comply withthe Corporate Governance norms. Accordingly the company has duly complied with theCorporate Governance norms to the extent and in the manner as set out in the Report onCorporate Governance annexed herewith which forms part of this report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars as required under the provisions of Section 134(3) (m) of the CompaniesAct 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 in respect ofconservation of energy Foreign exchange earnings and outgo and technology absorption havenot been furnished considering the nature of activities undertaken by the Company duringthe year under review. However the following information is being set out under this head:The operations of the Company are not energy intensive yet but besides that all possiblemeasures shall be taken to conserve the energy in all related areas.

(i) CONSERVATION OF ENERGY:

The operations of the Company are not energy intensive yet but besides that allpossible measures shall be taken to conserve the energy in all related areas.

(ii) TECHNOLOGY ABSORPTION & RESEARCH AND DEVELOPMENT:

The Company has not imported any technology and has not established any separatedresearch and development unit however the Company shall always kept itself updated withlatest technological innovations by way of constant communications and personaldiscussions with the experts.

(iii) FOREIGN EXCHANGE EARNING AND OUTGO:

During the year under review there was no a foreign exchange earnings or outgo.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013

Your Company has zero tolerance for sexual harassment at workplace and has adopted apolicy for prevention of Sexual Harassment of Women at workplace and has set up Committeefor implementation of said policy. During the year Company has not received any complaintof harassment.

DIRECTOR'S RESPONSIBILITY STATEMENT

In terms of provisions 134(3) (c) of the Companies Act 2013 your Directors furtherconfirm as under:

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

That 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 Financial period and ofProfit or Loss of the Company for that period;

That the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provision of the Act for safeguarding the assetsof the Company and for preventing and detecting fraud and other irregularities;

That the Directors have prepared annual accounts of the Company on a going concernbasis;

That the Directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively;

That the Directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

CORPORATE SOCIAL RESPONSIBILITY

The Company is not required to constitute a Corporate Social Responsibility Committeeas it does not fall within purview of Section 135(1) of the Companies Act 2013 and henceit is not required to formulate policy on corporate social responsibility.

RISK MANAGEMENT POLICY

Your company has developed and implemented a Risk Management Policy in variousfunctional departments which covers identification of elements of risk if any whichaccording to the Board of Directors is necessary for prevention of operations of theCompany.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation and thanks for thecooperation support and assistance extended by shareholders employees associatescustomers Bankers Government Agencies and all other concerns.

For and on behalf of the Board of Directors
Praveen Kumar Arora
(Managing Director)
DIN: 00162283
Add: H-334 Ground Floor
Date: 23.08.2017 New Rajinder Nagar
Place: Kanpur New Delhi-110060

ANNEXURES OF DIRECTORS' REPORT

ANNEXURE –I

Form AOC-1

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 ofCompanies (Accounts) Rules 2014)

Statement containing salient features of the financial statement ofsubsidiaries/associate companies/joint ventures

PART A: Subsidiaries

The Company does not have any subsidiary and Joint Ventures.

PART B: Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act 2013 related to AssociateCompanies:

Name of associates Tapasya Projects Ltd. Wellgrow Infotech Pvt. Ltd.
1. Latest audited Balance Sheet Date 31.03.2017 (Audited) 31.03.2017 (Audited)
2. Date on which Associate was associated or acquired 15.09.2009 15.09.2009
3. Shares of Associate held by the company on the year end 507800 254000
Amount of Investment in Associates 4662400 2540000
Extend of Holding % 33.32% 49.81%
4. Description of how there is significant influence Shareholding exceeding 20% of paid- up share capital Shareholding exceeding 20% of paid-up share capital
5. Reason why the associate is not consolidated Associate Companies have been consolidated. Associate Companies have been consolidated.
6. Net worth attributable to shareholding as per latest audited Balance Sheet 83482924.97 24981515.05
7. Profit/Loss for the year 83482924.97 (885117.47)
i. Considered in Consolidation 4474964.46 (885117.47)
ii. Not Considered in Consolidation - -

1. Names of associates or joint ventures which are yet to commence operations- Nil

2. Names of associates or joint ventures which have been liquidated or sold during theyear- Nil

For and on behalf of the Board

For Shreevatsaa Finance & Leasing Limited

Praveen Kumar Arora Vrsha Arora Ashish Thakur Rajesh Mahuley
(Managing Director) (Director) (Company Secretary) (Chief Financial Officer)
DIN: 00162283 DIN: 00162254 PAN: ANUPA4850H PAN: AKFPM1243G

ANNEXURE –II

PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 134(3) (q) AND SECTION 197 (12) OF THECOMPANIES ACT 2013 READ WITH RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OFMANAGERIAL PERSONNEL) RULES 2014

Requirements of Rule 5(1) Details
(i) The ratio of the remuneration of each Director to median remuneration of the employees of the Company for the financial year Mr. Praveen Kumar Arora - 200:67
(ii) The percentage increase in remuneration of each Director Chief Financial Officer Chief Executive Officer Company Secretary or Manger if any in the Financial year; Directors
Mr. Praveen Kumar Arora (Managing Director) - No increment
Key Managerial Personnel
Mr. Rajesh Mahuley (CFO) - No increment
Mr. Ashish Thakur (CS) - 25%
(iii)The percentage increase in the median remuneration of employees in the financial year; Nil
(iv) The number of permanent employees on the rolls of the company 6 Employees
(v) Average percentile increase already made in salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration; Average percentile increase in salary of employees other than key remuneration personnel is Nil
Average percentile increase in salary of key managerial personnel and other than key managerial personnel is 1.83%.
The difference between average percentile increase in salary of key managerial personnel and other than key managerial personnel is only 1.83% which is fair and reasonable.
(vi) The Key parameters for any variable component of remuneration availed by the directors; -
(vii) Affirmation that the remuneration is as per the remuneration policy of the company. As per the Remuneration Policy of the Company.

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) ofthe Companies (Accounts) Rules 2014)

Form for disclosure of particulars of contracts/arrangements entered into by thecompany with related parties referred to in sub-section (1) of Section 188 of theCompanies Act 2013 including certain arms length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm's length basis:

There were no contracts or arrangements or transactions entered into by the Companyduring the year ended 31st March 2017.

2. (I). Details of material contracts or arrangement or transactions at arm's lengthbasis:

S. No Particulars Details
1. Name of the Related Party and nature of relationship Praveen Kumar Arora (Director of the Company)
2. Nature of Contract/arrangements /transactions Sale of Investment held by the Company in its Associate Company i.e. Shivansh Land Developers Pvt. Ltd.
3. Duration of Contract/arrangements /transactions Not Applicable
4. Salient terms of the contract or arrangements or transactions including the value if any -
5. Date(s) of approval by the Board if any 01.12.2016
6. Amount 13000

(II). Details of material contracts or arrangement or transactions at arm's lengthbasis:

S. No Particulars Details
1. Name of the Related Party and nature of relationship Tapasya Arora (Daughter of Director)
2. Nature of Contract/arrangements /transactions Sale of Investment held by the Company in its Associate Company i.e. Dream Buildcon Pvt. Ltd.
3. Duration of Contract/arrangements /transactions Not Applicable
4. Salient terms of the contract or arrangements or transactions including the value if any -
5. Date(s) of approval by the Board if any 06.03.2017
6. Amount 1500000

(III). Details of material contracts or arrangement or transactions at arm's lengthbasis:

S. No Particulars Details
1. Name of the Related Party and nature of relationship Raj Kumar Arora (Brother of Director) Raj Kumar Arora (Brother of Director)
2. Nature of Contract/arrangements/transactions Sale of Investment held by the Company in its Associate Company i.e. Shivansh Land Developers Pvt. Ltd. Sale of Investment held by the company in its Associate Company i.e. Yashi Buildcon Pvt. Ltd.
3. Duration of Contract/arrangements/transactions Not Applicable Not Applicable
4. Salient terms of the contract or arrangements or transactions including the value if any - -
5. Date(s) of approval by the Board if any 01.12.2016 01.12.2016
6. Amount 4000 87000

(IV). Details of material contracts or arrangement or transactions at arm's lengthbasis:

S. No Particulars Details
1. Name of the Related Party and nature of relationship Som Arora (Brother of Director) Som Arora (Brother of Director)
2. Nature of Contract/arrangements/transactions Sale of Investment held by the Company in its Associate Company i.e. Shivansh Land Developers Pvt. Ltd. Sale of Investment held by the company in its Associate Company i.e. Yashi Buildcon Pvt. Ltd.
3. Duration of Contract/arrangements/transactions Not Applicable Not Applicable
4. Salient terms of the contract or arrangements or transactions including the value if any - -
5. Date(s) of approval by the Board if any 01.12.2016 01.12.2016
6. Amount 33000 58000

 

By the Order of the Board
Praveen Kumar Arora
(Managing Director)
DIN: 00162283
Add: H-334 Ground Floor
Date: 23.08.2017 New Rajinder Nagar
Place: Kanpur New Delhi-110060

RELATED PARTY DISCLOSURE

Loans and advances in the nature of loans to firms/companies in which Directors areinterested by name and amount

The Company has made the following transactions with the related parties:

Name of the Party As at 31st March 2017 As at 31st March 2016
(a) Shine Buildcon Pvt. Ltd.
Opening Balance (Dr.) 31088000.00 29000000.00
Loan Given (Dr.) - -
Interest on Loan (Dr.) 2414492.00 2320000.00
TDS Deducted(Dr.) 241449.00 232000.00
Loan Repaid (Cr.) 1000000.00 -
Closing Balance (Dr.) 32261043.00 31088000.00
(b) Tapasya Infotech Pvt. Ltd.
Opening Balance (Dr.) 8850000.00 8000000.00
Loan Given (Dr.) - 850000.00
Loan Repaid (Cr.) - -
Closing Balance (Dr) 8850000.00 8850000.00
(c) Guruansh Infotech Pvt. Ltd.
Opening Balance (Dr.) 13400000.00 12500000.00
Loan Given (Dr.) 100000.00 -
Interest on Loan (Dr.) 1078005.00 1000000.00
TDS Deducted(Dr.) 107800.00 100000.00
Loan Repaid (Cr.) - -
Closing Balance (Dr) 14470205.00 13400000.00
(d) Candeo Projects Pvt. Ltd.
Opening Balance (Dr.) - -
Loan Given (Dr.) - 1000000.00
Loan Repaid (Cr.) - 1000000.00
Closing Balance (Dr) - -
(e) Raj Kumar Arora (Sale of Investments)
Shivansh Land Developers Pvt. Ltd. 4000.00 -
Yashi Buildcon Pvt. Ltd. 87000.00 -
Total 910000.00 -
(f) Praveen Kumar Arora (Sale of Investments)
Shivansh Land Developers Pvt. Ltd. 13000.00 -
Total 13000.00 -
(e) Som Arora (Sale of Investments)
Shivansh Land Developers Pvt. Ltd. 33000.00 -
Yashi Buildcon Pvt. Ltd. 58000.00 -
Total 910000.00 -
(h) Tapasya Arora (Sale of Investments)
Dream Buildcon Pvt. Ltd. 1500000.00 -
Total 1500000.00 -