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Ambar Protein Industries Ltd.

BSE: 519471 Sector: Industrials
NSE: N.A. ISIN Code: INE072V01017
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NSE 05:30 | 01 Jan Ambar Protein Industries Ltd
OPEN 12.50
PREVIOUS CLOSE 12.50
VOLUME 1
52-Week high 12.50
52-Week low 7.35
P/E 2.02
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 12.50
CLOSE 12.50
VOLUME 1
52-Week high 12.50
52-Week low 7.35
P/E 2.02
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Ambar Protein Industries Ltd. (AMBARPROTEIN) - Director Report

Company director report

to the Members

Your Directors have pleasure in submitting their 27th Annual Report of theCompany together with the Audited Statements of Accounts for the year ended 31st March2020.

FINANCIAL RESULTS:

The financial highlights are depicted below:

(Rs. In Lacs)

PERTICULARS FOR THE YEAR ENDED ON 31.03.2020 FOR THE YEAR ENDED ON 31.03.2019
Income from Business Operations 28435.90 23054.94
Other Income 49.20 40.57
Total Income 28485.10 23095.51
Profit before Depreciation 389.18 309.19
Less: Depreciation 113.64 25.78
Profit after depreciation and Interest 275.54 283.41
Tax Expense
i. Current Tax 49.42 68.86
ii. Deferred Tax 101.45 11.18
Net Profit after Tax 124.68 203.37
Other Comprehensive Income 0 0
Total Comprehensive Income 124.68 203.37

Note: The above figures are extracted from the financial statements.

PERFORMANCE HIGHLIGHTS:

During the year your company has refined 29312.23 MT of cotton seed oil in itsrefinery (Previous Year: 26109.3 MT)

Company also purchased & packed 3388.26 MT Refined Groundnut Oil RefinedSunflower Refined Maize Oil Mustard Oil and Soybean Oil for resale. Our total businessoperation income has increased to 28435.90 Lakhs from 23054.94 Lakhs in the previous year.

DIVIDEND:

In view of expansion of business your Directors do not recommend any dividend for theyear ended 31st March2020.

EMERGENCE OF COVID-19:

Towards the end of the financial year the World Health Organisation (WHO) declaredCovid-19 a pandemic and the outbreak which infected millions has resulted in deaths of asignificant number of people globally. Covid-19 is seen having an unprecedented impact onpeople and economies worldwide.

The Company is taking all necessary measures in terms of mitigating the impact of thechallenges being faced in the business. The Company is working towards being resilient inorder to sail through the current situation. It is focussed on controlling the fixedcosts maintaining liquidity and closely monitoring the supply chain to ensure that themanufacturing facilities operate smoothly.

The Company operates its business in conformity with the highest ethical and moralstandards and employee centricity. In view of the outbreak of the pandemic the Companyundertook timely and essential measures to ensure the safety and well-being of itsemployees at all its plant location. The office-based employees were allowed to work fromhome by providing adequate digital and other assistance. The Company observed all thegovernment advisories and guidelines thoroughly and in good faith.

SHARE CAPITAL:

The paid-up Equity Share Capital as on 31st March 2020 was 575.00 Lacs. During theyear under review the Company has not issued any shares. The Company has not issuedshares with differential voting rights. It has neither issued employee stock options norsweat equity shares and does not have any scheme to fund its employees to purchase theshares of the Company.

AMOUNTS TRANSFER TO RESERVES:

During the year under review the Company has not transferred any amount to GeneralReserve of the company. The Company earned net profit of Rs. 124.68 Lacs which has beentransferred to surplus in the statement of profit and loss account.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company does not have any Subsidiary Joint venture or Associate Company.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:

The provisions of Section 125(2) of the Companies Act 2013 do not apply as there wasno dividend declared and paid last year.

DEPOSITS:

The Company has neither invited nor accepted any deposits within the meaning of Section73 of the Companies Act 2013 and the Companies (Acceptance of Deposits) Rules 2014 fromthe public during the year ended March 31 2020. There were no unclaimed or unpaiddeposits as on March 31 2020.

MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANYOCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATEAND THE DATE OF THE REPORT: No material changes and commitments affecting thefinancial position of the Company occurred between the end of the financial year to whichthis financial statement relate on the date of this report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION 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 for the year ended on 31stMarch 2020

1. Conservation of Energy:

a) Company ensures that the manufacturing operations are conducted in the mannerwhereby optimum utilization and maximum possible savings of energy is achieved.

b) No specific investment has been made in reduction in energy consumption.

c) As the impact of measures taken for conservation and optimum utilization of energyare not quantitative its impact on cost cannot be stated accurately.

2. Technology Absorption:

Company's products are manufactured by using in-house know how and no outsidetechnology is being used for manufacturing activities. Therefore no technology absorptionis required.

3. Foreign Exchange Earning and Outgo:

During the period under review the foreign exchange earnings and outflow was asfollows:

Year 2019-20 Amount Rs
Foreign Earnings NIL
Foreign Outflow NIL

STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THECOMPANY:

All the mandatory provisions of Corporate Governance as prescribed in Regulations 17 to27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 are notapplicable to your Company as the Company does not fall under the criteria of itsapplicability pursuant to Regulation 15 of SEBI Listing Regulations. However all theProvisions Rules and Regulations under the Companies Act 2013 related to the CorporateGovernance are applicable to the extent and have been comply by the Company.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIALRESPONSIBILITY INITIATIVES: The Company has not developed and implemented anyCorporate Social Responsibility initiatives as the said provisions are not applicable.

COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT AND PAYMENT OF REMUNERATION:

The Company's Policy relating to appointment of Directors payment of Managerialremuneration Directors' qualifications positive attributes independence of Directorsand other related matters as provided under Section 178(3) of the Companies Act 2013 isfurnished in "Annexure A" and is attached to this report.

ANNUAL RETURN:

The extracts of Annual Return pursuant to the provisions of Section 134(3) (a) andSection 92 read with Rule 12 of the Companies (Management and administration) Rules 2014is furnished in "Annexure B" and is attached to this Report

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIESACT 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.

RELATED PARTY TRANSACTIONS:

All related party transactions entered into during FY 2019-20 were on an arm's lengthbasis and in the ordinary course of business and were in compliance with the applicableprovisions of the Companies Act 2013 (‘the Act'). All related party transactions areplaced before the Audit Committee for review and approval of the Committee and also to theBoard for approval. The details of related party transactions entered into by the Companyare provided in Form AOC-2 given as "Annexure C "of Board's Report.

AUDITORS:

A. STATUTORY AUDITOR:

At the AGM of the Company held on September 30 2019 pursuant to the provisions of theAct and the Rules made thereunder Mrs. Monali D Shah Chartered Accountants (MembershipNo. 190489) was appointed as Statutory Auditors of the Company from the conclusion of the26th AGM till the conclusion of the 31st AGM. The Audit Report on the Financial Statementsof the Company for FY 2019-20 is a part of the Annual Report. The Report does not containany qualification reservation adverse remark or disclaimer.

B. SECRETARIAL AUDITOR:

The Board of Directors of the Company appoint Miss. Saloni Shah Practicing CompanySecretary Ahmedabad on 30th May 2019 to conduct Secretarial Audit for the F.Y.2019-10. The Secretarial Audit Report of Miss Saloni Shah Practicing Company SecretaryAhmedabad for the financial year ended on 31st March 2020 is annexed as "AnnexureD" There are no qualifications or adverse remarks in the Report which require anyclarification/ explanation. However explanation/clarification to observations made by thePCS in his report are as under: a. The Company has obtained connectivity fordematerialization with Central Depository Services (India) Limited (CDSL) on 10th June2016 and with National Securities Depository Limited (NSDL) on 24th June 2016 andPromoter & Promoter group has already initiated the process of dematerialization.

C. COST AUDITOR:

The Company is required to maintain cost records as specified by the Central Governmentas per Section 148(1) of the Act and the rules framed thereunder and accordingly theCompany has made and maintained such cost accounts and records.

In terms of Section 148 of the Act read with Companies (Cost Records and Audits) Rules2014 the Audit Committee recommended and the Board of Directors appointed M/s J. B.Mistri & Co. Cost Accountants (Firm Registration No. 101067) Ahmedabad beingeligible to conduct Cost Audits relating to Edible Oils of the Company for the yearending March 31 2021. The Company has received their written consent and confirmationthat the appointment will be in accordance with the applicable provisions of the Act andrules framed thereunder.

The remuneration payable to Cost Auditors has been approved by the Board of Directorson the recommendation of the Audit Committee and in terms of the Act and Rules therein.The Members are therefore requested to ratify the remuneration payable to M/s J. B. Mistri& Co. as set out in the Notice of the 27th AGM of the Company.

D. INTERNAL AUDITOR:

Mr. Dhaval K Shah Chartered Accountants was appointed by the Board of Directors toassist the Internal Auditor of the Company with the audit processes and internal auditreviews for the Company for FY 2020-21

NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:

Seven (7) Board Meetings were held during the financial year ended 31stMarch 2020 on the following dates: 10/04/2019 03/05/2019 30/05/2019 25/06/201914/08/2019 14/11/2019 and 14/02/2020.

The intervening gap between the Meetings was within the period prescribe under theCompanies Act 2013.

As per Schedule IV of the Companies Act 2013 a separate meeting of IndependentDirector was on 02nd February 2020 at 01:30 PM at register office of the Company todiscuss the agenda items as required under the Companies Act 2013.

DEMATERIALISATION OF SHARES

The shares of your Company are being traded in electronic form and the Company hasestablished connectivity with both the depositories i.e. National Securities DepositoryLimited (NSDL) and Central Depository Services (India) Limited (CDSL). In view of thenumerous advantages offered by the Depository system Members are requested to avail thefacility of dematerialization of shares with either of the Depositories as aforesaid.

DIRECTOR RESPOSNSIBILITY STATEMENT:

Based on the framework of internal financial controls and compliance systemsestablished and maintained by the Company work performed by the Internal Statutory Costand Secretarial Auditors including audit of the internal financial controls overfinancial reporting by the Statutory Auditors and the reviews performed by Management andthe relevant Board Committees including the Audit Committee the Board is of the opinionthat the Company's internal financial control were adequate and effective during FY2019-20.

Accordingly pursuant to Section 134(3)(c) and 134(5) of the Act the Board ofDirectors to the best of their knowledge and ability confirm that for the year endedMarch 31 2020:

i. in the preparation of the annual accounts the applicable accounting standards havebeen followed and that there are no material departures;

ii. they have selected such accounting policies and applied them consistently and madejudgements and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company at the end of the financial year and of theprofit of the Company for that period;

iii. they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

iv. they have prepared the annual accounts on a going concern basis;

v. they have laid down internal financial controls to be followed by the Company andthat such internal financial controls are adequate and are operating effectively;

vi. they have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems are adequate and operating effectively.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORT:

As per regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 various regulations related to Corporate Governance under SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 not applicable to the company.The Management Discussion and Analysis is made a part of this report.

DIRECTORS:

Shri. Bharat Patel and Shri Shirish Patel retires at the 27th Annual GeneralMeeting and has offered himself for re-appointment.

During the year under review Shri. Vinodrai Hirji Kansagara resigned as IndependentDirector of the Company w.e.f 10th April 2019.

The Second consecutive term as an Independent Director of Shri. Suresh Shah and ShriRajendra Ganatra comes to an end on 31st March 2020.

The tenure of Shri Pradip S Shah Shri Parimal B Shah and Meghal Chakrawarti as anIndependent Director of the Company expired on 31st March 2020. They werefurther appointed for the period of 5 (five) consecutive years as Independent Director ofthe Company respectively w.e.f 1st April 2020 by the Board of Directors of theCompany in the meeting held on 14th August 2019 and also get approval frommembers of the Company in Annual General Meeting held on 30th September 2019.

Shri Pradip S Shah was re designated as Chairman and Independent Director of theCompany w.e.f 14th August 2019.

KEY MANAGERIAL PERSONNEL:

Shri. Jaiprakash J Vachhani Whole Time Director Shri Pradeep C Khetani ManagingDirector Shri Dhiraj M Panchal CFO and Shri Mehul A Mehta Company Secretary are the KeyManagerial Personnel of the Company.

DECLARATION OF INDEPENDENT DIRECTORS:

The Independent Directors of the Company have given the declaration to the Company thatthey meet the criteria of independence as prescribed under Section 149(6) of the CompaniesAct 2013.

LISTING OF EQUITY SHARES:

The Equity shares of the Company are presently listed with the BSE i.e. The BombayStock Exchange Ltd. The Company has paid annual listing fees for the year 2020-21 to BSE.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There are no significant and material orders passed by the Regulators / Courts thatwould impact the going concern status of the Company and its future operations.

PARTICULARS OF EMPLOYEES:

The information required pursuant to section 197(12) read with rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is attachedas "Annexure E" and forms an integral part of this report. Theinformation required pursuant to section 197(12) read with rule 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 is not applicablebecause Company has not employed any employee drawing salary of amounting Rs. 5 00000/-per month or Rs. 6000000/- per annum during the year under review.

ENVIRONMENT AND SAFETY:

The Company is conscious of the importance of environmentally clean and safeoperations. The Company is conducting operations in such a manner so as to ensure safetyof all concerned compliances of environmental regulations and preservation of naturalresources.

As required by the Sexual Harassment of Woman at Workplace (Prevention Prohibition andRedressal) Act 2013 the Company has formulated and implemented guidelines on preventionof sexual harassment at workplace with a mechanism of lodging and redressal of complaints.During the year under review no complaints were reported to the Committee.

DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM:

Reconstitution of Audit Committee due to resignation of Shri Vinodrai H Kansagara anddue to expiration of 2nd term of Shri Suresh Shah and Rajendra Ganatara. NewCommittee shall be comprising of 2(two) Independent Director and 1(one) Non-ExecutiveDirector:

Shri Pradip S Shah Chairman

Shri Meghal Chakravarti Member

Shri Shirish Patel Member

The Company has established a vigil mechanism and overseas through the committee thegenuine concerns expressed by the employees and other Directors. The Company has alsoprovided adequate safeguards against victimization of employees and Directors who expresstheir concerns. The Company has also provided direct access to the chairman of the AuditCommittee on reporting issues concerning the interests of co employees and the Company.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a viewto regulate trading in securities by the Directors and designated employees of theCompany. The Code requires pre-clearance for dealing in the Company's shares and prohibitsthe purchase or sale of Company shares by the Directors and the designated employees whilein possession of unpublished price sensitive information in relation to the Company andduring the period when the Trading Window is closed. The Board is responsible forimplementation of the Code.

INDUSTRIAL RELATIONS:

The relations between the employees and the management have remained cordial throughoutthe year.

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.

EXTRACTOFANNUALRETURN

AS ON THE FINANCIAL YEAR ENDED ON 31/03/2020

[Pursuant to section 92(3) of the Companies Act 2013 and rule 12(1) of the Companies(Management and Administration) Rules 2014]

i.REGISTRATION AND OTHER DETAILS:

i. CIN L15400GJ1992PLC018758
ii. Registration Date 31/12/1992
iii. Name of the Company Ambar Protein Industries Limited
iv. Category/Sub-Category of the Company Company limited by Shares / Indian Non-Government Company Sarkhej-Bavla Highway Opp. Bhagyoday Hotel Changodar-382213
v. Address of the Registered office and contact details E-mail: ambarinv@gmail.com
Phone: (02717) 250 220 / 250 221 /250 410
Fax: (02717) 297 123
vi. Whether Listed company Yes
Link Intime India Private Limited
5th Floor 506 to 508 Amarnath Business Centre-1 (ABC-1)
vii. Name Address and Contact details of Registrar and Transfer Agent if any Beside Gala Business Centre Nr. St. Xavier's College Corner Off C. G. Road Navrangpura Ahmedabad - 380 009.
Phone : 079-26465179/86/87
Email : ahmedabad@linkintime.co.in

ii.PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

Sr.No. Name and description of main Products/ NIC code of the Product/ Service % to total turnover of the
Services Company
1. EDIBLE OIL 99611228 100%

iii. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

Name and Address of the Company CIN/GLN Holding/Subsidiary/Associate % of Shares held Applicable Section
1 NA NA NA NA NA

iv. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i. Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year

No. of Shares held at the end of the year

Demat Physical Total % of total shares Demat physical Total % of total shares % change during the year
Promoter Indian {A}
Individual/ HUF 2913544 1397056 4310600 74.97 4192740 117860 4310600 74.97 0
Central Govt 0 0 0 0 0 0 0 0 0
State Govt(s) 0 0 0 0 0 0 0 0 0

 

Bodies Corp 0 0 0 0 0 0 0 0 0
Banks / FI 0 0 0 0 0 0 0 0 0
Any Other 0 0 0 0 0 0 0 0 0
Sub-total(A)(1): - 2913544 1397056 4310600 74.97 4192740 117860 4310600 74.97 0
Foreign
NRIs-Individuals 0 0 0 0 0 0 0 0 0
Other-Individuals 0 0 0 0 0 0 0 0 0
Bodies Corp. 0 0 0 0 0 0 0 0 0
Banks / FI 0 0 0 0 0 0 0 0 0
Any Other…. 0 0 0 0 0 0 0 0 0
Sub-total(A)(2): - 0 0 0 0 0 0 0 0 0
Total shareholding of Promoter and Promoter Group (A) = (A)(1) + (A)(2) 2913544 1397056 4310600 74.97 4192740 117860 4310600 74.97 0
Public Shareholding
Institutions 0 0 0 0 0 0 0 0 0
Mutual Funds 0 0 0 0 0 0 0 0 0
Banks / FI 0 0 0 0 0 0 0 0 0
Central Govt 0 0 0 0 0 0 0 0 0
State Govt(s) 0 0 0 0 0 0 0 0 0
Venture Capital Funds 0 0 0 0 0 0 0 0 0
Insurance Companies 0 0 0 0 0 0 0 0 0
FIIs 0 0 0 0 0 0 0 0 0
Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 0
Sub-total(B)(1) 0 0 0 0 0 0 0 0 0
2.Non-Institutions
Bodies Corp.
(i) Indian Individuals 0 18500 18500 0.32 0 18500 18500 0.32 0
(i) Individual shareholders holding nominal share capital upto Rs. 2 lakh 15100 1083200 1098300 19.0 20600 1077700 1098300 19.0 0
(ii) Individual shareholders holding nominal share capital in excess of Rs 2 lakh 37600 285000 322600 5.61 37600 285000 322600 5.61 0
Others 0 0 0 0 0 0 0 0 0
Sub-total(B)(2) 52700 1386700 1439400 25.03 58200 1381200 1439400 25.03 0
Total Public Shareholding (B)=(B)(1) + (B)(2) 52700 1386700 1439400 25.03 58200 1381200 1439400 25.03 0
C. Shares held by Custodian for GDRs &ADRs 0 0 0 0 0 0 0 0 0
Grand Total (A+B+C) 2966244 2783756 5750000 100.00 4250940 1499060 5750000 100.00 0

ii. Shareholding of Promoters and Promoters group

Shareholding at the Beginning of the Year

Shareholding at the end of the year

Shareholder's Name No. of Shares % of total Shares of the company %of Shares Pledged / encumbered to total shares No. of Shares %of total Shares of the company %of Shares Pledged / encumbered to total shares % change in sharehold ing during the year
1. Jayprakash Vachhani 574650 9.99% - 574650 9.99% - -
2. Pradip Khetani 652294 11.34% - 652294 11.34% - -
3. Shobhana vachhani 158900 2.76% - 158900 2.76% - -
4. Dashrath Patel 179000 3.11% - 179000 3.11% - -
5. Bharat Patel 205250 3.57% - 205250 3.57% - -
6. Ramesh Patel 139000 2.24% - 139000 2.24% - -
7. Jyotsna Vachhani 378600 6.58% - 378600 6.58% - -
8. Niyati Shah 204600 3.56% - 204600 3.56% - -
9. Shobhana Shah* 154900 2.69% - 0 0.00% - -2.69%
10. Nilay Shah 204400 3.55% - 204400 3.55% - -
11. Priyank Shah 50000 0.87% - 50000 0.87% - -
12. Hemisha Shah 214450 3.73% - 214450 3.73% - -
13. Nilay R Shah HUF 201146 3.50% - 201146 3.50% - -
14. Rajendra N Shah HUF 99700 1.73% - 99700 1.73% - -
15. Priyank R Shah HUF 150000 2.61% - 150000 2.61% - -
16. Taraben Patel 17600 0.31% - 17600 0.31% - -
17. Dimple Patel 9900 0.17% - 9900 0.17% - -
18. Ramila Patel 10000 0.17% - 10000 0.17% - -
19. Purvi Patel 9100 0.16% - 9100 0.16% - -
20. Shirish Patel 40200 0.70% - 40200 0.70% - -
21. Nandini Vachhani 78260 1.36% - 78260 1.36% - -
22. Rahul Vachhani 22000 0.38% - 22000 0.38% - -
23. Sonal Khetani 86600 1.51% - 86600 1.51% - -
24. Bhavin Khetani 22200 0.39% - 22200 0.39% - -
25. Minoli Khetani 196250 3.41% - 196250 3.41% - -
26. Kailashben Khetani 251600 4.38% - 251600 4.38% - -
27. Rajendra Shah* 0 0% - 154900 2.69% - 2.69%
Total 4310600 74.97 - 4310600 74.97 - -

* Due to sad demise of Smt Shobhana Shah her shares were transmitted to her husband Mr.Rajendra N Shah

iii. Change in Promoters' Shareholding

Particulars

Shareholding at the beginning of the year

Cumulative Shareholding during the year

no. of shares % of total shares of the Company no. of shares % of total shares of the Company
At the beginning of the year 4310600 74.97 4310600 74.97
Date wise Increase / Decrease in Promoters Shareholding during the year specifying the reasons for increase/ decrease NO CHANGE
At the End of the year 4310600 74.97 4310600 74.97

iv. Shareholding Pattern of top 10 shareholders (other than Directors Promoters andholders of GDRs and ADRs)

Sr. No. For Each of the Top 10 Shareholders Name of Shareholders As on Date

No. of Shares held at the beginning of the year/end of the year

Cumulative Shareholding during the year

No. of shares % of total shares of the company No. of shares % of total shares of the company
1 At the beginning of the year Godhani Shirish N 01.04.2019 140000 2.44 140000 2.44
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 140000 2.44 140000 2.44
2 At the beginning of the year Kantibhai Dedania 01.04.2019 80000 1.39 80000 1.39
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 80000 1.39 80000 1.39
3 At the beginning of the year Dineshbhai Patel 01.04.2019 37600 0.65 37600 0.65
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 37600 0.65 37600 0.65
4 At the beginning of the year Sonalben Panchal 01.04.2019 32700 0.57 32700 0.57
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 32700 0.57 32700 0.57
5 At the beginning of the year Sheela M Kadivar 01.04.2019 32300 0.56 32300 0.56
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 32300 0.56 32300 0.56
6 At the beginning of the year Sharad S Panchal 01.04.2019 18500 0.32 18500 0.32
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 18500 0.32 18500 0.32
7 At the beginning of the year Ronak V Patel 01.04.2019 17700 0.31 17700 0.31
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 17700 0.31 17700 0.31
8 At the beginning of the year Vinodbhai B Patel 01.04.2019 17500 0.30 17500 0.30
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 17500 0.30 17500 0.30
9 At the beginning of the year Amit A Patel 01.04.2019 17300 0.30 17300 0.30
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 17300 0.30 17300 0.30
10 At the beginning of the year Dhiraj M Panchal 01.04.2019 16400 0.29 16400 0.29
Date wise Increase/Decrease in Shareholding during the financial year Nil Movement during the year
At the end of the year 31.03.2020 16400 0.29 16400 0.29

v. Shareholding of Directors and Key Managerial Personnel:

Shareholding of Directors and Key Managerial Personnel

No. of Shares held at the beginning of the year/end of the year

Cumulative Shareholding during the year

No. of shares % of total shares of the company No. of shares % of total shares of the company
1 Shri Pradeep C Khetani (Managing Director)
At the beginning of the year 652294 11.34 652294 11.34
Purchase/sale Nil
At the end of the year 652294 11.34 652294 11.34
2 Shri Jayprakash J Vachhani (Chairman)
At the beginning of the year 574650 9.99 574650 9.99
Purchase/sale Nil
At the end of the year 574650 9.99 574650 9.99
3 Shri Bharatbhai Patel (Director)
At the beginning of the year 205250 3.57 205250 3.57
Purchase/sale Nil
At the end of the year 205250 3.57 205250 3.57
4 Shri Dashrathbhai `A Patel (Director)
At the beginning of the year 179000 3.11 179000 3.11
Purchase/sale Nil
At the end of the year 179000 3.11 179000 3.11
5 Smt. Shobhanaben J Vacchani (Director)
At the beginning of the year 158900 2.76 158900 2.76
Purchase/sale Nil
At the end of the year 158900 2.76 158900 2.76
6 Shri Shirishbhai D Patel (Director)
At the beginning of the year 40200 0.70 40200 0.70
Purchase/sale Nil
At the end of the year 40200 0.70 40200 0.70
7 Shri Dhiraj M Panchal (Chief Financial Officer)
At the beginning of the year 16400 0.29 16400 0.29
Purchase/sale Nil
At the end of the year 16400 0.29 16400 0.29

Note:

1) Shareholding of other Directors is Nil and Mr. Mehul A Mehta Company Secretary donot hold any shares

v. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due forpayment

Secured Loans Excluding Deposits Unsecured loans Deposits Total Indebtedness
Indebtedness at the beginning of the financial year
a) Principle amount 151268470 109368484 NIL 260636954
b) Interest due but not paid NIL NIL NIL NIL
c) Interest accrued but not due
Total (a+b+c) 151268470 109368484 NIL 260636954
Change in Indebtedness during the financial year
Addition 11808504 NIL NIL 11808504
Reduction
Net Change 11808504 NIL NIL 11808504
Indebtedness at the end of the financial year
a) Principle amount 163076974 109368484 NIL 272445458
b) Interest due but not paid 0 9870131 NIL 9870131
c) Interest accrued but not due
Total (a+b+c) 163076974 119238615 NIL 282315589

vi. REMUNERATION OF DIRECTORS AND KEYMANAGERIAL PERSONNEL

A. Remuneration to Managing Director Whole-time Directors and/ or Manager

Sr. No. Particulars of Remuneration

Name of MD/WTD/ Manager

Pradeep Khetani Jayprakash Vachhani Total
Managing Director Chairman Whole Time Director Rs.
Gross salary 8.50 Lacs 8.50 Lacs 17.00 Lacs
(a) Salary as per provisions containedinsection17(1) oftheIncome-taxAct1961 - - -
(b) Value of perquisites u/s17(2) Income-taxAct1961 - - -
(c) Profits in lieu of salary undersection17(3) Income- taxAct1961 - - -
1. Stock Option - - -
2. Sweat Equity - - -
3. Commission - - -
4. Others please specify - - -
5. Total(A) 8.50 Lacs 8.50 Lacs 17.00 Lacs

B. Remuneration to other directors:

There is no remuneration being paid to any other directors during the F. Y. 2019-20.

C. Remuneration to Key Managerial Personnel Other than MD/MANAGER/WTD:

Sr. No. Particulars of Remuneration

Key Managerial Personnel

Mehul Mehta Dhiraj Panchal Total
CS CFO
1. Gross salary 3.58 Lac 3.28 Lac 6.86 Lac
a) Salary as per provisions contained in section17(1) of the Income-tax Act1961
b) Value of perquisites u/s 17(2) Income-taxAct1961
c) Profits in lieu of salary undersection17(3) Income-tax Act1961
2. Stock Option - - -
3. - Sweat Equity - - -
4. Commission - - -
- as% of profit
5. Others please specify - - -

vii. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

Type Section of the Companies Act Brief Description Details of Penalty/ Punishment/Compounding Fees Imposed Authority [RD /NCLT/COURT] Appeal made. If any (give Details)
A. Company
Penalty
Punishment NONE
Compounding
B. Directors
Penalty
Punishment NONE
Compounding
C. Other Officers In Default
Penalty NONE

.