Your Directors present the Thirty Eighth Annual Report and theCompany's Audited Financial Statement for the financial year ended March 31 2022.
1. FINANCIAL RESULTS
The Company's financial performance for the year ended March 31 2022is summarised below:
|Particulars ||Standalone (Rs. In Lakh) ||Consolidated (Rs. In Lakh) |
| ||2021-22 ||2020-21 ||2021-22 ||2020-21 |
|Total Revenue ||440.55 ||969.00 ||4154.08 ||3909.90 |
|Profit before Interest Depreciation & Tax ||313.85 ||846.92 ||1119.06 ||1204.85 |
|Less: Interest ||457.21 ||372.67 ||792.72 ||690.67 |
|Less: Depreciation ||123.09 ||136.61 ||167.49 ||205.68 |
|Profit/ (Loss) Before Tax ||(266.46) ||337.64 ||158.85 ||308.49 |
|Tax Expenses || || || || |
|Current Tax ||- ||48w ||- ||48.00 |
|Deferred Tax ||0.04 ||0.03 ||71.86 ||5.44 |
|MAT credit entitlement ||10.39 ||10.73 ||10.39 ||28.31 |
|Prior Period tax ||0.17 ||- ||(0.20) ||1.05 |
|Profit from discontinued operations ||- ||- ||69.53 ||- |
|Net Profit/ (Loss) after Tax ||(277.06) ||278.88 ||146.33 ||225.69 |
|Other comprehensive ||0.27 ||0.08 ||33.86 ||0.15 |
|Total comprehensive income ||(276.79) ||278.96 ||180.19 ||225.84 |
|Appropriations: || || || || |
|Proposed Dividend || ||- || ||- |
|Tax on Proposed Dividend || ||- || ||- |
|Transfer to General Reserve || ||- || ||- |
|Balance carried to Balance Sheet ||(276.79) ||278.96 ||180.19 ||225.84 |
|Paid up Equity Share Capital ||495.26 ||495.26 ||495.26 ||495.26 |
|EPS (Equity Shares of Rs. 10/- each) Basic & Diluted (in Rs.)* ||(5.73) ||5.77 ||3.02 ||4.67 |
* Basic and Diluted Earnings per Share is calculated excluding 13802treasury shares.
a. The Company has adopted Indian Accounting Standard (Ind AS) witheffect from 1st April 2017 and accordingly these financial results along withthe comparatives have been prepared in accordance with the recognition and measurementprinciples stated therein.
b. The consolidated figures include the figures of Nucleus IT EnabledServices Limited (NITES) Wholly Owned Subsidiary for entire year and Asit C. MehtaInvestment Intermediates Limited (ACMIIL) and Edgytal Fintech Investment Services PrivateLimited which has become subsidiary of the company as on 30th March2022 afteryour company acquired 3000000 (Thirty Lakh) Equity shares and total holding in EdgytalFintech Investment Services Private Limited by your Company as on 31st March2022 stand at 77.88%.
Your Directors do not recommend any dividend for the financial year2021-22 to conserve resources.
3. OPERATIONAL REVIEW/COMPANY'S PERFORMANCE
On a Standalone basis the gross earnings has decreased to Rs. 440.55lakh from Rs 969.00 lakh as compared to previous year.
The Year ended with a loss after tax of Rs 277.06 lakh as compared toProfit after tax of Rs. 278.88 lakh in the previous year.
The Company has let out part of the Office premises on Lease/ Leave andLicense basis to external companies. The Company
offered advisory and consultancy services to certain clients and earnedthe fees aggregating to Rs.36.54 lakh from Advisory and
On a consolidated basis the gross revenues increased to Rs. 4154.08lakhs as compared to Rs. 3909.90 lakhs in the previous
year and profit after tax was at Rs. 146.33 lakhs as against profitafter tax of Rs 225.69 lakhs in the previous year.
Income from operations from Nucleus IT Enabled Services Ltd. awholly-owned subsidiary of the company - engaged in to ITeS services was reduced to Rs.8.25 Lakh as compared to Rs. 60.50 Lakh in the previous year and the loss beforedepreciation and finance cost was Rs.25.09 Lakh as compared to loss before depreciationand finance cost of Rs. 85.87 Lakh in the previous year. The overall loss stood atRs.161.65 Lakh as against Rs.256.47 Lakh in the previous year.
Income from operations from Asit C Mehta Investment Interrmediates LtdMaterial subsidiary of the company - engaged in to broking services have increased toRs.3569.26 Lakh as compared to Rs. 3058.66 Lakh in the previous year and the profit beforedepreciation and finance cost is Rs. 958.11 lakh as compared to Rs. 729.29 Lakh in theprevious year. The overall profit stood at Rs. 626.09 Lakh as against Rs. 411.6 Lakh inthe previous year.
Edgytal Fintech Investment Services Private Limited has becomeSubsidiary of the company as your company has subscribed to 3000000 (Thirty Lakh) EquityShares as on 30th March 2022 by way of which total holding now stands at77.88% in Edgytal Fintech Investment Services Private Limited as 31stMarch2022.
4. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES
The Company has three subsidiaries as on March 31 2022. There are noassociate companies within the meaning of Section 2(6) of the Companies Act 2013("the Act"). There has been no change in the nature of the business of thesubsidiary.
The Company has a wholly owned subsidiary viz. Nucleus IT EnabledServices Limited pursuant to section 2(87) of the Companies Act 2013; and materialSubsidiary viz. Asit C Mehta Investment Interrmediates Limited in which it holds 93.08%total paid- up share capital of the company as per section 2(87) of the Companies Act 2013as well as Subsidiary viz. Edgytal Fintech Investment Services Private Limited in which itholds 77.88% total paid- up share capital of the company as per section 2(87) of theCompanies Act 2013
The Company has initiated merger of its Wholly-Owned Subsidiary (WOS)M/s. Nucleus IT Enabled Services Limited into holding company i.e M/s. Asit C MehtaFinancial Services Limited in the financial year 2020-21 and thus has received an InterimOrder from National Company Law Tribunal (NCLT)Mumbai bench dated 17th August2021 onMerger.
Pursuant to provisions of Section 129 (3) of the Act a statementcontaining salient features of the financial statements of the Company's subsidiaries inForm AOC-1 is attached to the financial statements of the Company.
Your Company has formulated and adopted a "Policy for determiningMaterial Subsidiaries" so that your company could identify such subsidiaries andformulate governance framework for them. The same is also available on the website of theCompany www.acmfsl.com
Pursuant to the provisions of section 136 of the Act the financialstatements of the Company consolidated financial statements along with relevant documentsand separate audited accounts in respect of subsidiaries are available on the website ofthe Company.
5. SHARE CAPITAL
The paid up Equity Share Capital as on 31st March 2022 wasRs. 49525600/- divided into 4952560 equity shares of Rs. 10/- each. There is nochange in Equity Share Capital of the Company during the year.
6. DIRECTORS AND KEY MANAGERIAL PERSONNEL
As on the date of this report Company's Board comprises of 6 (Six)Directors out of which 2 (Two) independent directors representing the Board andremaining 4 (Four) are Non-Executive Directors (NEDs) represent more than 50% of the totalstrength including 1 (one) Woman Director.
Further as per the Regulation 15 (2) of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 produced as it is herein read as "Thecompliance with the corporate governance provisions as specified in regulations 1712[17A] 18 19 20 2122 23 24 13[24A] 25 26 27 and clauses (b) to (i) ofsub-regulation (2) of regulation 46 and para C D and E of Schedule V shall not apply inrespect of -
(a) the listed entity having paid up equity share capital not exceedingrupees ten crore and net worth not exceeding rupees twenty five crore as on the last dayof the previous financial year:
Provided that where at a later date such listed entity shall complywith the requirements those regulations within the provisions of the regulations specifiedin this regulation becomes applicable to a listed entity six months from the date on whichthe provisions became applicable to the listed entity."
Therefore to have minimum Six Directors along with 50% of Independentdirectors representing on the board of the listed entity is not applicable to your companyas our paid-up Capital is less than Rs. 10 Crore and also Net Worth of the company is lessthan Rs. 25 Crore.
b. Retirement by Rotation
In accordance with the provisions of the Act Mr. Kirit Himatlal Vora(DIN: 00168907) Non-Executive Director of the Company retires by rotation and beingeligible has offered himself for re-appointment.
c. Independent Directors
Pursuant to the provisions of Section 149 of the Companies Act 2013Dr. Radha Krishna Murthy and Mr. Pundarik Sanyal were re-appointed as IndependentDirectors at the 35th Annual General Meeting of the Company held on FridaySeptember 27 2019 to hold the term of another 5 years. The terms and conditions ofappointment of Independent Directors were as per Schedule IV of the Act.
They have submitted a declaration that each of them meets the criteriaof independence as provided in Section 149(6) of the Companies Act 2013 and there hasbeen no change in the circumstances which may affect their status as Independent Directorduring the year.
Further our company is not in top 2000 listed companies as per marketCapitalisation data of BSE as on 31st March 2022.
Pursuant to the provisions of Sections 149 and 152 read with ScheduleIV and other applicable provisions if any of the Companies Act 2013 Dr. Radha KrishnaMurthy (DIN: 00221583) and Mr. Pundarik Sanyal (DIN: 01773295) are eligible to bere-appointed as an Independent Directors of the Company not liable to retire by rotationand to hold office for a second term of 5 (five) consecutive years after the expiry oftheir present term of office i.e. with effect from the 35th AGM (2019) till the date ofthe 40th AGM (2024) of the Company (both dates inclusive).
d. Board Effectiveness
i. Familiarisation Programme for the Independent Directors: Incompliance with the requirement of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 the Company has put in place a familiarisation programme for theIndependent Directors to familiarise them with their role rights and responsibility asDirectors the working of the Company nature of the industry in which the Companyoperates business model etc. The details of the familiarisation programme are availableon the website of the Company www.acmfsl.com.
ii. Evaluation of the performance of the Board its Committees and theDirectors:
The Board of Directors has carried out an annual evaluation of its ownperformance Board Committees and individual directors pursuant to the provisions of theAct and the corporate governance requirements as prescribed under SEBI (ListingObligations and Disclosure Requirements) Regulations 2015.
The evaluation framework for assessing the performance of Directorscomprises of the following key areas:
b. Objectivity and Independence;
c. Guidance and support in context of life stage of the Company;
d. Understanding of the Company's business;
e. Understanding and commitment to duties and responsibilities;
f. Willingness to devote the time needed for effective contribution toCompany;
g. Participation in discussions in effective and constructive manner;
h. Responsiveness in approach;
i. Ability to encourage and motivate the Management for continuedperformance and success;
The evaluation involves Self-Evaluation by the Board Member andsubsequently assessment by the Board of Directors. A member of the Board will notparticipate in the discussion of his / her evaluation. Accordingly a process of evaluationwas followed by the Board for its own performance and that of its Committees andindividual Directors and also the necessary evaluation was carried out by Nomination andRemuneration Committee and Independent Directors at their respective meetings held for thepurpose.
Outcome of the Evaluation: The Board of your Company was satisfied withthe functioning of the Board and its Committees. The Committees are functioning well andbesides the terms of reference of the Committees as mandated by law important issues arebrought up and discussed in the Committee Meetings. The Board was also satisfied with thecontribution of Directors in their respective capacities which reflects the overallengagement of the Individual Directors.
e. Key Managerial Personnel
The following persons have been designated as Key Managerial Personnelof the Company pursuant to Section 2(51) and Section 203 of the Companies Act 2013 readwith the Rules framed thereunder for the period ended 31st March 2022;
a. Mr. Ashok Suresh Prasad Gupta Chief Financial Officer (CFO)(Resigned with effect from 28th October 2021).
b. Mr. Pankaj Jeevanlal Parmar Manager.
c. Mr. Sumit R. Sharma Company Secretary (Resigned with effect from 16thMay 2022).
d. Ms. Gauri H. Gokhale Company Secretary (Appointed with effect from27th May2022)
e. Mr. Binoy Dharod Chief Financial Officer(Appointed with effect from05th August2022)
Criteria for selection of candidates for appointment as Directors KeyManagerial Personnel and Senior Leadership Positions: Your Company has laid down awell-defined criterion for the selection of candidates for appointment as Directors KeyManagerial Personnel and Senior Leadership Positions. Directors' Remuneration Policy &Criteria for matters under Section 178 Information regarding Directors' RemunerationPolicy & Criteria for determining qualifications positive attributes independence ofa director and other matters provided under sub-section (3) of Section 178 of the Act.
f. Policy on Directors' Appointment and Remuneration and Other Details
The Company's policy on Directors' appointment and remuneration andother matters provided in Section 178(3) of the Act has been disclosed on the website ofthe company.
7. DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to Section 134(5) of the Companies Act 2013 the Board ofDirectors states that:
a. in the preparation of the annual accounts for the year ended March31 2022 the applicable accounting standards have been followed along with properexplanation and there are no material departures from the same;
b. they have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent to give atrue and fair view of the state of affairs of the Company at the end of the financial yearMarch 31 2022 and of the profit and loss of the Company for that period;
c. they have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;
d. they have prepared the annual accounts on a 'going concern' basis;
e. there were no frauds reported in the company during the year underreview;
f. they have laid down internal financial controls to be followed bythe Company and that such internal financial controls are adequate and are operatingeffectively; and
g. they have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems are adequate and operatingeffectively.
a. Board Meetings
Six meetings of the Board of Directors were held during the year on16.04.2021 17.05.2021 06.08.2021 06.10.202128.10.2021 and 14.02.2022.
b. Audit Committee
The Audit Committee comprises three members. The Chairman of theCommittee is an Independent Director. The Committee met Five times during the year on17.05.2021 06.08.2021 06.10.2021 28.10.2021 and 14.02.2022
c. Nomination and Remuneration Committee
The Nomination and Remuneration Committee comprises of three members.The chairperson of the committee is an Independent Director. There were one meeting of thecommittee held during the year on 14.02.2022.
d. Stakeholders and relationship Committee
The Stakeholders and relationship committee comprises of two members.The chairperson of the committee is NonExecutive Director as per compliance with section178(5) of the Companies Act 2013.
9. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has in place adequate internal financial controls withreference to financial statements. During the year such Controls were tested and noreportable material weakness in the design or operation was observed.
a. Statutory Auditors
M/s. M S K A & Associates Chartered Accountants (Firm Reg. No.105047W ) Mumbai as Statutory Auditors of the Company is appointed to fill the casualvacancy caused by resignation of M/s Chandrakant & Sevantilal & J K Shah & CoChartered Accountants (FRN.:101676W) Vadodara and that M/s. M S K A & Associatesshall hold the office of the Statutory Auditors of the Company from the conclusion of thisAnnual General Meeting till the conclusion of the 43rd Annual General Meetingon such remuneration as may be fixed by the Board of Directors in consultation with them.
b. Secretarial Audit
The Company has appointed M/s.Hemanshu Kapadia Company Secretaries toundertake the Secretarial Audit for the year under review of the Company pursuant to theprovisions of Section 204 of the Companies Act 2013 and The Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014.
11. AUDITORS' REPORT AND SECRETARIAL AUDITORS' REPORT
The Auditors' Report does not contain any qualifications reservationsor adverse remarks.
The SecretarialAudit Report for the Financial Year2021-22 in Form MR -3given by M/s. Hemanshu KapadiaCompany Secretaries in Practice is attached as Annexure Iwith this report. The Secretarial Audit Report (Mr-3) does not contain any qualificationsreservations or adverse remarks.
12. PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS
Amounts outstanding as at 31st March 2022. (Rs. in Lakh)
|Particulars ||Amount |
|Loans given ||1079.487 |
|Guarantees given ||130.00 |
|Investments made ||4754.54 |
|Name of Entity || ||Amount (in Lakh) ||Particulars of Loan/Guarantee/ Investments ||Purpose |
|Asit C Mehta Investment Interrmediates Limited (ACMIIL) ||Subsidiary of the Company as per section 2(87) of the Companies Act 2013 ||4072.83 ||Investments ||Investment in Equity Shares of the company |
|Omniscience Capital Advisors Private Limited ||None ||6.71 ||Investments ||Investments in preference Shares of the company |
|Nucleus IT Enabled Services Limited (NITES) ||Wholly Owned Subsidiary ||300.00 ||Investments ||Investment in Equity Shares of the company |
|Chargein Kiosk Private Limited ||None ||44.74 ||Loan ||Financial Support |
|Ladder 2 Rise Private Limited ||None ||5.99 ||Loan ||Financial Support |
|Edgytal Fintech Investment Services Private Limited ||Subsidiary of the Company as per section 2(87) of the Companies Act 2013 ||323.78 ||Loan ||Financial Support |
|Nucleus IT Enabled Services Limited (NITES) ||Wholly Owned Subsidiary ||704.98 ||Loan ||Financial Support |
|Edgytal Fintech Investment Services Private Limited ||Subsidiary of the Company as per section 2(87) of the Companies Act 2013 ||300.00 ||Investments ||Investment in Equity Shares of the company |
|Edgytal Fintech Investment Services Private Limited ||Subsidiary of the Company as per section 2(87) of the Companies Act 2013 ||75.00 ||Investments ||Investment in Share Warrants of the company |
|Asit C Mehta Investment Interrmediates Limited (ACMIlL) ||Subsidiary of the Company as per section 2(87) of the Companies Act 2013 ||130.00 ||Security / Guarantee ||Financial Support |
13. TRANSACTIONS WITH RELATED PARTIES
The Company has entered into any material contracts with the relatedparties during the year 2021-22. It has done other contracts or arrangements and the sameare in the ordinary course of business and on an arm's length basis and the same wereapproved by the Audit Committee and the Board from time to time. However we are disclosingin AOC-2 in which company has sold its Unit No. 7B 7th FloorNucleus HouseSaki ViharRoadAndheri East Mumbai-400072 to its Director Mr. Asit C. Mehta at ready reckoner rateon arm's length basis.
14. CORPORATE SOCIAL RESPONSIBILITY
The Company is not required to constitute a Corporate SocialResponsibility Committee as it does not fall within purview of Section 135(1) of the Actand hence it is not required to formulate policy on Corporate Social Responsibility.
15. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PROHIBITION & REDRESSAL) ACT 2013
The Company has in place an Anti-Sexual Harassment Policy in line withrequirements inter-alia of the Sexual Harassment of Women at Workplace (PreventionProhibition & Redressal) Act 2013. An Internal Compliance Committee has been set upto redress complaints received regarding sexual harassment. All employees (permanentcontractual temporary and trainee) are covered under this policy. The following is asummary of sexual harassment complaints received and disposed off during the FinancialYear 2021-22:
No. of complaints received: NIL
No. of complaints disposed off: NIL
16. INDIAN ACCOUNTING STANDARDS (IND AS)
The annexed financial statements comply in all material aspects withIndian Accounting Standards (Ind AS) notified under section 133 of the Companies Act2013 Companies (Indian Accounting Standards) Rules 2015 and other relevant provisions ofthe Companies Act 2013.
17. ANNUAL RETURN
As provided under Section 92(3) of the Act the Annual Return (MGT-7)has been uploaded on the website of the company and can be accessed in Investor RelationTab link is https://www.acmfsl.com/pdf/Annual Return/Annual%20Return%202020-2021.pdfWealso attach the Extract ofAnnual Return as Annexure II in the prescribed Form MGT-9 whichforms part of this report.
18. PARTICULARS OF EMPLOYEES
The information required under Section 197 of the Act read with rule5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014are given below:
i. The ratio of the remuneration of each director to the medianremuneration of the employees of the company for the financial year:
The Directors of the Company are not paid any remuneration except thesitting fees. Hence the ratio of the remuneration of each director to the medianremuneration of the employees is NIL.
ii. The percentage increase in remuneration of each director ChiefFinancial Officer Chief Executive Officer Company Secretary or Manager if any in thefinancial year:
The Board of the Company consists of Non-executive Directors. Thenon-executive directors are paid no remuneration except the sitting fees plusreimbursement of actual travel expenses if any.
There is no increase in the remuneration of Company Secretary Managerand Chief Financial Officer of the Company during the financial year.
iii. The percentage increase in the median remuneration of employees inthe financial year:
The Company has 2 (Two) permanent Employees on the rolls of Companyduring the Financial Year 2021-22 and One employee has left during the year therefore itis not possible to ascertain the increase in the median remuneration of employees in thefinancial year .
iv. The number of permanent employees on the rolls of company:
The Company has one 1 Employee on the rolls of Company as on 31stMarch 2022.
v. The explanation on the relationship between average increase inremuneration and company performance:
Employees have not received any annual increase based on individualperformance as there were only 2 employees durring the year out of whome one has resigneddurring the year and other was upto 31st March2022.
vi. Comparison of the remuneration of the Key Managerial Personnelagainst the performance of the company:
(Rs. in Lakh)
|Particulars ||Amount |
|Aggregate remuneration of Key Managerial Personal ||14.05 |
|Revenue ||440.55 |
|Remunerations of KMP (as % of above) ||3.19 |
|Profit / Loss before tax ||(266.46) |
|Remunerations of KMP (as % of Profit before tax) ||5.27 |
vii. Average percentile increase already made in the salaries ofemployees other than the managerial personnel in the last financial year and itscomparison with the percentile increase in the managerial remuneration and justificationthereof and point out if there are any exceptional circumstances for increase in themanagerial remuneration:
Comparison of the each remuneration of the Key Managerial Personnelagainst the performance of the company:
(Rs. in Lakh)
|Particulars ||Chief Financial Officer ||Manager ||Company Secretary |
|Remuneration in FY 2021-22 ||13.14 ||Nil ||0.91 |
|Remuneration as % of revenue ||3.19 ||Nil ||0.21 |
|Profit / Loss before tax (PBT) ||(266.46) ||Nil ||(266.46) |
|Remuneration as % of PBT ||4.93 ||Nil ||0.34 |
viii. The key parameters for any variable component of remunerationavailed by the directors:
No remuneration is paid to the Directors except for the sitting fees.Therefore there are no variable components availed by any of the Directors of theCompany.
ix. The ratio of the remuneration of the highest paid director to thatof the employees who are not directors but receive remuneration in excess of the highestpaid director during the year:
The Directors of the Company are not paid any remuneration except thesitting fees; therefore there is no highest paid director in the Company.
x. Affirmation that the remuneration is as per the remuneration policyof the company.
The Company affirms that the remuneration is as per the RemunerationPolicy of the Company.
xi. The statement containing particulars of employees as required underSection 197(12) of the Act read with Rule 5(2) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014:
|Sr. No. ||Name ||Designation of the employee ||Remuneration received in ' ||Nature of employ- ment whether contractual or otherwise ||Qualifications and experience of the employee ||Date of commencement of employment; ||Age ||The last employment held by such employee before joining the company ||Percentage of equity shares held by the employee in the company ||Whether any such employee is a relative of any director or manager of the company and if so name of such director or Manager. |
|1 ||Ashok Suresh Prasad Gupta ||Chief Financial Officer ||1314000 (upto 28th October2021) ||Perma nent ||CA 15 Yrs. ||13th February 2021 ||37 Yrs. ||Deputy Vice President ||nil ||NA |
|2 ||Sumit Rishi Narayan Sharma ||Company Secretary & Compliance Officer ||91000 ||Perma nent ||CS 5 Yrs. ||31st July 2020 ||34 Yrs. ||Company Secretary & Compliance Officer ||nil ||NA |
There are no employees who were employed for a part of the financialyear or throughout the financial year and are In:
a. receipt of remuneration which was not less than sixty lakh per annum;
b. five lakh rupees per month;
c. in receipt of remuneration which is in excess of that drawn byManaging Director/Whole-time Director/ Manager and holds by himself or along with hisspouse and dependent children two percent or more of the equity shares of the company.Therefore the statement containing particulars of employees is not required to beattached.
19. DISCLOSURE REQUIREMENTS
As per Regulation 15 (2) read with Regulation 34 of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015. And explanationprovided above para 6 (a) Corporate Governance Report is not applicable to the company.
However Management Discussion and Analysis is attached whichform part of the Annual Report.
Details of the Familiarization Programme of the independent directorsare available on the website of the Company.(URL:http://www.acmfsl.com/pdf/Policies/Familiarisation programme for IndependentDirectors.pdf)
Policy for determining Material Subsidiaries of the Company isavailable on the website of the Company. (URL:http://www. acmfsl.com/pdf/Policies/Policvfor determination of material subsidiarv.pdf)
Policy on Dealing with Related Party Transactions is availableon the website of the Company. (URL: http://www.acmfsl. com/pdf/Policies/Related PartyTransactions Policy.pdf )
The Company has formulated and published a Whistle Blower Policy toprovide Vigil Mechanism for employees including directors of the Company to report genuineconcerns. The provisions of this policy are in line with the provisions of the Section177(9) of the Act. (URL: http://www.acmfsl.com/pdf/Policies/Whistle Blower Policy.pdf)
20. DEPOSITS FROM PUBLIC
The Company has not accepted any deposits from public and as such noamount on account of principal or interest on deposits from public was outstanding as onthe date of the balance sheet.
21. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEEARNINGS AND OUTGO Conservation of Energy
The operations of your company involved low energy consumption. Energyconservation efforts are being pursued on a Continuous basis. Close monitoring of power ismaintained to minimise wastage and facilitate optimum utilisation of energy. Your Companyhas installed Roof-Top Solar PV system at the registered office of the Company in March2017. Installation of 25kw capacity of system will result in energy saving of 37500 kwh.
During the year under review there is no technology absorption. Thecompany has neither imported any technology nor incurred any expenditure on research anddevelopment of technology.
Foreign Exchange Earnings and Outgo
Foreign Exchange Outgo: Nil
Foreign Exchange Earnings is as follows:
(Rs. in Lakh)
|Particulars ||Amount |
|Advisory charges - Export ||Nil |
22. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIALPOSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THISFINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
No material changes and commitments affecting the financial position ofthe Company occurred between the end of the financial year to which this financialstatements relate and the date of this report.
The First half of the financial year 2021-22 and in fact the wholepandemic period has witnessed unprecedented time due to spread of global pandemicCovid-19. The business has come to a standstill. The problem is likely to continue the fewquarters
more. Covid-19 has direct impact on demand for rental properties. Ourcompany is witnessing substantial number of vacant premises and lower revenue during thecurrent year.
23. ORDER PASSED BY REGULATOR OR COURTS OR TRIBUNALS
There are no Material orders passed by the regulator or courts ortribunals against the company impacting its status as going concern and on its operations.
24. COMPLIANCE WITH SECRETARIAL STANDARDS
The Board of Directors affirms that the Company has complied with theapplicable Secretarial Standards issued by the Institute of Company Secretaries of India(SS1 and SS2) respectively relating to Meetings of the Board its Committees and membersof the Company which have mandatory application during the year under review.
The Directors thank the Company's employees customers vendorsinvestors and academic institutions for their continuous support.
The Directors also thank the Government of India the Governments ofvarious states in India and concerned Government Departments/ Agencies for theirco-operation.
The Directors appreciate and value the contributions made by everymember of the team of Asit C. Mehta Financial ServicesLtd.
| ||For and on Behalf of Board of Directors |
| ||Asit C Mehta Financial Services Limited. |
| ||Asit C. Mehta |
|Date: - 05th August2022 ||Chairman |
|Place: - Mumbai ||(DIN: - 00169048) |