You are here » Home » Companies » Company Overview » Autoriders Finance Ltd

Autoriders Finance Ltd.

BSE: 500030 Sector: Financials
NSE: AUTORIDFIN ISIN Code: INE450A01019
BSE 00:00 | 04 Mar Autoriders Finance Ltd
NSE 05:30 | 01 Jan Autoriders Finance Ltd
OPEN 0.78
PREVIOUS CLOSE 0.78
VOLUME 25
52-Week high 0.78
52-Week low 0.51
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 0.78
CLOSE 0.78
VOLUME 25
52-Week high 0.78
52-Week low 0.51
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Autoriders Finance Ltd. (AUTORIDFIN) - Director Report

Company director report

Dear Members

The Board of Directors is pleased to present the 32nd Annual Report on the business andoperations of your Company along with the audited financial statements for the financialyear ended 31st March 2017. The Statement of Accounts Auditors' Report Board's Reportand attachment thereto have been prepared in accordance with the provisions contained inSection 134 of Companies Act 2013 and Rule 8 of the Companies (Accounts) Rules 2015.

1. FINANCIAL RESULTS :

The Company’s financial performance for the year ended March 31 2017 issummarized below:

Particulars For the year ended 31.03.2017 For the year ended 31.03.2016
(Rs. in Lacs) (Rs. in Lacs)
Revenue From Operations (Net)
Other Income 0.28 0.31
Total Expenditure (12.15) (9.60)
Profit / (Loss) before Tax & Depreciation (11.87) (9.29)
Less: Depreciation
Less: Provision for Taxation
Profit / (Loss) before Exceptional Items
Add / (Less): Exceptional Items
Profit / (Loss) before Tax for the year
(Less): Tax Expense
Profit/Loss for the year
Transfer to General Reserve
Earning per Share of 10/- (0.09) (0.07)

2. RESERVES:

There has been no transfer to reserves made during the year under review as the same isnot mandatory.

3. STATE OF COMPANY'S AFFAIRS AND FINANCIAL PERFORMANCE:

The Company has incurred Loss of 11.87 Lacs in The Year 2016-17 From 9.29 Lacs inprevious year 2015-16.

4. DIVIDEND

Your Directors regret their inability to propose any dividend in view of thenon-operation and accumulated losses of the Company.

5. DUES TO CONSORTIUM BANKS

As reported earlier the company’s proposal vide its letter dated 6.11.2007 forOne Time Settlement (OTS) with Consortium Banks has been accepted for 14.29 crores by themvide letter dated 28.2.2008 of lead bank and accordingly the Company has complied with allthe terms including the handing over of the mortgaged property. And the balances lying inthe accounts of Consortium of Banks written back and transferred to reserves and surplus.

No objection certificate from Banks is yet to be received for completing compliancewith regard to satisfaction of charge filed with Registrar of Companies.

6. CURRENT STATUS

The Company is not pursuing any business activity for number of years and accordinglyaccounts have been prepared on basis of assumption that the Company is "not a goingconcern". However the accounts has not been restated at realizable value as thereare no assets.

7. CHANGES IN NATURE OF BUSINESS AND REVISION IN THE BOARD’S REPORT

There is no change in the status of the company as "not a going concern".There is no revision made in the Board's Report and whatever submitted herewith is thefinal report.

8. REPORT ON PERFORMANCE OF SUBSIDIARIES ASSOCIATES AND JOINT VENTURE COMPANIES

During the year under review your Company did not have any subsidiary associate andjoint venture Company.

9. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT: CorporateGovernance:

Pursuant to Regulation 27(2) and Schedule V of SEBI of the Listing Agreement executedwith the Stock Exchanges Corporate Governance Report and Certificate regarding complianceof conditions of Corporate Governance form an integral part of this report and are set outas separate {Annexure - A} to this Report.

Management Discussion and Analysis Report:

In terms of regulation 34(e) of Securities and Exchange Board of India (ListingObligations and Disclosures Requirements) Regulations 2015 Management Discussion andAnalysis is set out in the Annual Report as {Annexure - B}.

10. PUBLIC DEPOSITS

Your Company has not accepted any deposits within the meaning of Section 73 and 76 ofthe Companies Act 2013 and the Companies (Acceptance of Deposits) Rules 2015. Thequestion of non-compliance of the relevant provisions of the law relating to acceptance ofdeposit does not arise.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL (i) Directors Retire by rotation:

In accordance with provisions of section 152(6) of the Companies Act and in terms ofthe Articles of Association of the Company Mr. Satayanarayan Jahalani (DIN No.00520148)Director will retire by rotation at the ensuing Annual General Meeting and being eligibleoffer himself for re-appointmentThe Board recommends his re-appointment.

(ii) Key Managerial Personnel

No change in key managerial personnel during the financial year.

(iii) Declaration by an Independent Director(s)

The Company has complied with Regulation 25 of SEBI (Listing Obligation and DisclosureRequirement) Regulation 2015 and according to the provisions of section 149(6) of theCompanies Act 2013. The Company has also obtained declarations from all the IndependentDirectors pursuant to section 149(7) of the Companies Act 2013.

(iv) Annual Evaluation of Board

In compliance with the provisions of the Companies Act 2013 and Regulation 25 of SEBI(LODR) Regulations 2015 the Board has carried out the annual performance evaluation ofits own performance and that of its Committee and other Directors. A structuredquestionnaire was prepared after taking into consideration inputs received from theDirectors and also as per the Guidance Notes issued by SEBI vide its Circular No.:SEBI/HO/CFD/CMD/CIR/P/2017/004 dated January 5th 2017 covering various aspects of theBoard’s functioning such as adequacy of the composition of the Board and itsCommittees Board culture execution and performance of specific duties obligations andgovernance.

12. NUMBER OF BOARD MEETINGS

During the Financial year total 4 (Four) meetings of the Board of Directors were heldon 30th May 2016 12th August 2016 12th November 2016 13th February 2017 andrespectively.

13. DIRECTOR'S RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information andexplanations obtained by your Directors they make the following statements in terms ofSection 134(3)(c) of the Companies Act 2013 and hereby confirm that :a. in thepreparation of the annual accounts the applicable accounting standards have been followedalong with proper explanation relating to material departures; b. the directors haveselected such accounting policies and applied consistently and made judgments andestimates that are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company as at 31st March 2017 and of the loss of the Company for theyear ended on that date; c. the directors have taken proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities; d. the directors have prepared the annual accounts on 'not a goingconcern' basis; and the directors have laid down proper systems financial controls to befollowed by the Company and that such internal financial controls are adequate and wereoperating effectively. e. the directors have devised proper systems to ensure compliancewith the provisions of all applicable laws and that such systems were adequate andoperating effectively.

14. NOMINATION AND REMUNERATION COMMITTEE

The Company is not pursuing any business activity for number of years and accordinglyaccounts have been prepared on basis of assumption that the Company is "not a goingconcern".

Company not having any operation and business activity of the company hence companyunable to provide sitting fees and salary to Directors of the Company. As per mandatoryrules and regulation we constituted Nomination and Remuneration Committee but none ofdirectors received any remuneration and sitting fees from the company.

Nomination and Remuneration Committee comprises of :

Name of the Director:

1. Mr. Shailendra Agrawal (Chairman & Independent Director)

2. Mr. Gokulsingh Rajput (Independent Director)

3. Mr. S. N. Jhalani (Non-Executive Director)

15. AUDIT COMMITTEE :

The Audit Committee of Directors was constituted pursuant to the provisions of Section177 of the

Companies Act 2013. The Audit Committee comprises of:

1. Mr. Shailendra Agrawal (Chairman & Independent Director)

2. Mr. Gokulsingh Rajput (Independent Director)

3. Mr. Bhupesh Patel (Managing Director)

The scope and terms of reference of the Audit Committee have been amended in accordancewith the Act and the Listing Agreement entered into with the Stock Exchanges.

16. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES

The Company is not having any operation and reporting as ‘not a goingconcern’. The Company has been not taken any loan from Bank & FinancialInstitution. There is only one Employee in Company. Hence Company strives to comply withrequirements of Law.

17. RISK MANAGEMENT POLICY

Though the company is not having any operation and reporting as 'not a going concern'the company strives to comply with the requirements of law.

18. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO

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 2015 in respect ofconservation of energy technology absorption foreign exchange earnings and outgo etc. -the company is not having any operation and reporting as 'not a going concern'.

19. INTERNAL CONTROL SYSTEMS:

Adequate internal control systems commensurate with the nature of the Company'sbusiness size and complexity of its operations are in place.

20. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The company is not having any operation and reporting as 'not a going concern'.

21. EXTRACT OF ANNUAL RETURN:

Extract of the Annual Return in form MGT-9 for the financial year ended 31st March2017 made under the provisions of Section 92(3) of the Act is annexed as {Annexure-C}which forms part of this Report.

22. AUDITORS :

(i) STATUTORY AUDITOR

The Statutory Auditors of your Company namely M/s. Sheth Doctor & AssociatesChartered Accountants have been appointed for period of three years at the Annual GeneralMeeting on 30th September 2016. The appointment is required to be ratified by theshareholders at this annual general meeting to conduct the audit for Financial Year2016-17.

Auditors have confirmed their eligibility and submitted the certificate in writing thattheir appointment and they are not disqualified for reappointment.

Audit Report :

Audit Report does not contain any qualification reservation and adverse mark.

(ii) SECRETARIAL AUDITOR

The Board has appointed Shilpa K. Shah a Practicing of Company Secretaries in toundertake the Secretarial Audit of the Company for the financial year 2016-2017. TheReport of the Secretarial Audit Report in form of "MR-3" is annexed herewith as {Annexure- D}.

(iii) COST AUDITOR

The Company is not required to appoint Cost Auditor as it is not required to submitcost audit report pursuant to the provision of the Companies (Cost Records and Audit)Rules 2015.

23. CORPORATE SOCIAL RESPONSIBILITY:

The company does not fall under the criteria applicable as per Companies Act 2013.

24. HUMAN RESOURCES

As the company is not having any operation there are only one employee at present.

25. ENVIRONMENT AND SAFETY

Though the company is not having any operation and reporting as 'not a going concern'the company strives to comply with the requirements of law.

26. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE FINANCIAL YEAR END OF THE COMPANY TO WHICHFINANCIAL RESULTS RELATE

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 date of this report.

27. PARTICULARS OF LOANS GUARANTEES INVESTMENTS AND SECURITIES

The Company has not taken any loan guarantees investments or securities during theyear.

AUTORIDERS FINANCE LIMITED

28. PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All transactions entered with related parties for the year under review were onarmlength basis and in the ordinary course of business. Thus disclosure in form AOC-2 isnot required as such related party transaction are not material. However the details ofrelated party transactions are given in the Notes 13 of Financial Statements.

29. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT 2013 AND OTHER DISCLOSURESAS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES 2015:

There were no employees and Managing Director of the Company drawing remuneration of1.02 Crores or more per annum or 8.5 Lacs or more per month during the year under review.

The company is not having any operation and reporting as 'not a going concern'. Thedirectors of the company are not drawing any remuneration Company appointed CompanySecretary for comply mandatory provisions under Companies Act 2013 and SEBI (LODR)regulations but he not receive remuneration under excess limit in said section hence noinformation is provided under Section 197(12) of the Companies Act 2013 read withCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2015).

30. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION & REDRESSAL) ACT 2013

There are no women employees in the company.

31. GENERAL DISCLOSURES

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:

1. The Company has not issued any shares with differential rights and hence noinformation as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of theCompanies (Share Capital and Debenture) Rules 2015 is furnished.

2. The Company has not issued any sweat equity shares during the year under review andhence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13)of the Companies (Share Capital and Debenture) Rules 2015 is furnished.

3. The Company has not issued any equity shares under Employees Stock Option Schemeduring the year under review and hence no information as per provisions of Section62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture)Rules 2015 is furnished.

4. During the year under review there were no instances of non-exercising of votingrights in respect of shares purchased directly by employees under a scheme pursuant toSection 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures)Rules 2015 is furnished.

5. No orders have been passed by any Regulator or Court or Tribunal which can have animpact on the Company's operations in future.

Name of the Annexure Annexure No.
Corporate Governance A
Management Discussion and Analysis Report B
Extract of Annual Return C
Secretarial Audit Report D

32. ACKNOWLEDGEMENT

Your Directors with to express their gratitude for co-operation valuable guidance andsupport received from Bankers Government authorities all stakeholders.

Your Directors convey their thanks to shareholders who have repassed the confidence inthe management of the Company.

For and on behalf of the Board
Place : Shirpur BHUPESH PATEL
Date : 29th May 2017. Managing Director