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Canopy Finance Ltd.

BSE: 539304 Sector: Financials
NSE: N.A. ISIN Code: INE095R01016
BSE 12:43 | 29 Jul 37.05 -1.90
(-4.88%)
OPEN

39.50

HIGH

39.50

LOW

37.05

NSE 05:30 | 01 Jan Canopy Finance Ltd
OPEN 39.50
PREVIOUS CLOSE 38.95
VOLUME 41
52-Week high 42.00
52-Week low 10.00
P/E 41.63
Mkt Cap.(Rs cr) 34
Buy Price 0.00
Buy Qty 0.00
Sell Price 37.05
Sell Qty 487.00
OPEN 39.50
CLOSE 38.95
VOLUME 41
52-Week high 42.00
52-Week low 10.00
P/E 41.63
Mkt Cap.(Rs cr) 34
Buy Price 0.00
Buy Qty 0.00
Sell Price 37.05
Sell Qty 487.00

Canopy Finance Ltd. (CANOPYFINANCE) - Director Report

Company director report

For The Financial Year 2019-20 Dear Members

The Board of Directors hereby submits the 39th Annual Report of the businessand operations of the Company together with the audited financial statements for thefinancial year ended 31st March 2020.

1. Financial Performance of the Company

The summarized audited financial performance of the Company is as follows:

Particulars As at 31st March 2020 As at 31st March 2019
Profit before Tax & Provision (33603885) (2244258)
Less: Provision for Tax (2950567) -
Less: Provision for Standard Assets (26514) (8743)
Profit After Tax (30626804) (2235516)
Transfer to Statutory NBFC Reserve Fund - -
Profit/ Loss Brought Forward From Previous Year (4598214) (2362698)
Profit/ Loss Available for Appropriation - -
Profit/ Loss Carried Forward (35225016) (4598214)
Basic/ Diluted Earnings Per Share (3.30) (0.24)

2. Dividend

In view of accumulated losses no dividend is recommended for the Financial Year underreference and no transfer is proposed to be made to Reserves.

3. Public Deposits

Being a non-deposit taking Company the Company has not accepted any deposits from thepublic within the meaning of the provisions of the Non-Banking Financial CompaniesAcceptance of Public Deposits (Reserve Bank) Directions 1998.

4. Brief description of the Company's working during the year/State of Company's affair

The Company being a Non Banking Financial Company (NBFC) is currently engaged in thefinancial activities. The business of the Company largely depends on the policies by the

Reserve Bank of India Ministry of Finance as well as Global volatility in thefinancial market.

Particulars Standalone
(Rupees in Rs)
Revenue 35036786
Expenditure 55255068
Profit/Loss before Tax (20218282)

5. Change in the nature of business if any

The Company has not changed its nature of business during the year.

6. Goods and Service Tax

Goods and Services Tax (GST) is a landmark reform which will have a lasting impact onthe economy and on businesses. Implementation of a well-designed GST model that applies tothe widest possible base at a low rate can provide significant growth stimulus to thebusiness and contribute to the Prime Minister's mission of ‘Make in India'.

7. Material Changes and Commitments if any affecting the Financial Position of theCompany

No material changes and commitments which can affect the financial position of theCompany occurred between the end of the financial year of the company and the date of thisreport.

8. Details in respect of adequacy of internal financial controls with reference to theFinancial Statements.

The directors have laid down internal financial controls to be followed by the companyand that such internal financial controls are adequate and were operating effectively.

9. Details of Subsidiary/Joint Ventures/Associate Companies

The Company does not have any Subsidiary Joint venture or Associate Company. Hencestatement containing salient features of the financial statement of subsidiaries/associatecompanies/joint ventures pursuant to first proviso to sub-section (3) of section 129 readwith rule 5 of Companies (Accounts) Rules 2014 under Form AOC-1 is not applicable to theCompany.

10. Statutory Auditors

Shareholders at the Company's 36th Annual General Meeting appointed M/s A Saraogi &Associates Chartered Accountants (Firm Regn. No. 103446W) as Statutory Auditors of theCompany for a period of five years from the conclusion of that Annual General Meeting.

The observations made by the Auditors are self- explanatory and do not require anyfurther clarification. Further the explanations or comments by the Board on everyqualification reservation or adverse remark or disclaimer made by the auditor in hisreport are given.

11. Familiarization Programme for Independent Directors

In terms of Reg. 25(7) of the SEBI (LODR) Regulations 2015 the Company is required toconduct the Familiarization Programme for Independent Directors (IDs) to familiarize themabout their roles rights responsibilities in the Company nature of the industry inwhich the Company operates business model of the Company etc. through variousinitiatives.

12. Extract of the Annual Return

An extract of Annual Return as on the financial year ended on March 31 2020 in FormNo. MGT-9 as required under Section 92(3) of the Companies Act 2013 read with Rule 12(1)of the Companies (Management and Administration) Rules 2014 is set out as an annexure tothe Directors' Report and forms part of this Annual Report.

13. Share Capital

Issue of equity shares with differential rights

The Company has not issued any of its securities with differential rights during theyear under review.

Buy Back of Securities

The company has not bought back any of its securities during the year under review.

Sweat Equity Bonus Shares & Employee Stock Option Plan

The company has neither issued sweat equity or bonus shares nor has provided any stockoption scheme to the employees.

Preferential Issue of Securities

The company has not issued any equity shares on preferential basis during the year.

14. Conservation of energy Technology absorption and Foreign exchange earnings andOutgo

The provisions of section 134(m) of the Companies Act 2013 regarding the disclosure ofparticulars of conservation of energy and technology absorption prescribed by the rulesare not applicable to our company. The company does not have any Foreign Exchangetransactions during the financial year.

15. Corporate Social Responsibility (CSR)

As the company does not have net worth of rupees five hundred crore or more orturnover of rupees one thousand crore or more or a net profit of rupees five crore or moreduring any financial year the disclosures as per Rule 9 of Companies (Corporate SocialResponsibility Policy) Rules 2014 is not applicable.

16. Directors:

A) Changes in Directors and Key Managerial Personnel

During the financial year under review following changes took place:

Mr. Vaibhav Ganesh Tikone was appointed as independent non executive director at theBoard meeting held on 12th July 2019 for a period of 5 years. His appointmentwas regularized at the Annual General Meeting held on 30.09.2019.

Mrs. Khushboo Vasudev was appointed as independent non executive director at the Boardmeeting held on 12th July 2019 for a period of 5 years. Her appointment wasregularized at the Annual General Meeting held on 30.09.2019.

Ms. Varsha Jain was appointed as Company Secretary and Compliance Officer w.e.f.01.07.2019. Subsequently on 04.10.2019 she resigned from the office of Company Secretaryand Compliance Officer.

Mrs. Vinita Agarwal resigned from the office of director w.e.f. 28.06.2019.

Mr. Nilabjo Chakraborty was appointed as Company Secretary and Compliance Officerw.e.f. 06.12.2019

Appointment of Mrs. Manisha Agarwal was regularized at the AGM held on 30th September2019.

B) Declaration by an Independent Director(s) and re- appointment

Mrs. Manisha Agarwal Mr. Vaibhav Ganesh Tikone and Mrs. Khushboo Vasudev IndependentDirectors of the Company have confirmed that they fulfilled all the conditions of theIndependent Directorship as laid down in sub-section (6) of Section 149 of the CompaniesAct 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.The same have been noted by the Board.

C) Formal Annual Evaluation

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligations& Disclosure Requirements) Regulation 2015 the Board has carried out the annualperformance evaluation of its own performance and the Directors individually.

D) Board Evaluation:

Reg. 17 of SEBI (LODR) Regulations 2015 of mandates that the Board shall monitor andreview the Board evaluation framework. The Companies Act 2013 states that a formal annualevaluation needs to be made by the Board of its own performance and that of its committeesand individual directors. Schedule IV of the Companies Act 2013 states that theperformance evaluation of independent directors shall be done by the entire Board ofDirectors excluding the director being evaluated.

Pursuant to the provisions of section 134(3)(p) of the Companies Act 2013 theevaluation of all the directors and the Board as a whole was conducted based on thecriteria and framework adopted by the Board. The evaluation process has been explained inthe corporate governance report section in this Annual Report. The Board approved theevaluation results as collated by the nomination and remuneration committee.

MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF ITS OWNPERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

Pursuant to the provisions of the Companies Act 2013 and the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 the performance evaluation of theIndependent Directors was completed. The evaluation framework for assessing theperformance of directors of your company comprises of contribution at meetings strategiesperspective or inputs regarding the growth and performance of your company among others.The performance evaluation of the Chairman and the Non-Independent Directors was carriedout by the Independent Directors. The Board of Directors expressed their satisfaction withthe evaluation process. Details of program for familiarization of Independent directors ofthe company are accessible on yours company website.

17. Number of Board Meetings:

The Board met at least once in every Calendar Quarter and the gap between two Meetingsdid not exceed one hundred and twenty days. Eight Meetings of the Board of Directors wereheld during the financial year 2019-20. These Meetings were well attended. These were heldon the following dates:

i. 25.05.2019;

ii. 12.07.2019;

iii. 14.08.2019;

iv. 03.09.2019;

v. 04.10.2019;

vi. 13.11.2019;

vii. 06.12.2019 and

viii. 14.02.2020

Compliance with Secretarial Standards

The Company has complied with the Secretarial Standards issued by the Institute ofCompany Secretaries of India on Board Meeting and General Meeting.

18. Independent Directors' Meeting

During the year under review Independent Directors met on 14th February 2020inter-alia to discuss: Evaluation of the performance of Non-Independent Directors and theBoard as whole. Evaluation of the performance of the Chairman of the Company taking intoaccount the views of the Executive and Non-Executive Directors. Evaluation of the qualityquantity content and timeless of flow of information between the management and the Board.

19. Audit Committee:

Audit Committee meeting is generally held for the purpose of recommending theQuarterly half yearly and yearly financial result. Additional meeting is held for thepurpose of reviewing the specific item included in terms of reference of the Committee.Committee met four times during the year respectively on 25/05/2019: 14/08/2019:13/11/2019 and 14/02/2020. As on 31st March 2020 following are the members of theCommittee.

Name Designation
Manisha Agarwal Chairman
Vaibhav Ganesh Tikone* Member
Khushboo Vasudev* Member

*Appointed w-e-f 12/07/2019 on resignation of Vinita Agarwal.

The Statutory Auditors of the Company are invited in the meeting of the Committeewherever requires. Chief Financial Officer of the Company is a regular invitee at theMeeting. Recommendations of Audit Committee wherever/whenever given have been acceptedby the Board.

20. Order of Court

The company is not subject to any legal proceedings and claims which will have amaterial or adverse effect on the going concern status or company's operations orfinancial conditions.

21. Sexual Harassment of Women At Work Place

The Company has in place a policy in line with the requirements of The SexualHarassment of Women at Workplace (Prevention Prohibition & Redressal) Act 2013.Internal Complaints Committee (ICC) has been set up to redress complaints receivedregarding sexual harassment. All employees (permanent contractual temporary trainees)are covered under this Policy. There were nil complaints received during the year underreview.

22. Details of establishment of vigil mechanism for directors and employees

The Company has a Whistle Blower Policy to deal with instances of fraud andmismanagement if any. The details of establishment of such mechanism have been disclosedon the website.

23. Nomination and Remuneration Committee

The Company has formed Nomination and Remuneration committee in line with theprovisions of Section 178 of the Companies Act 2013. Nomination and RemunerationCommittee meetings are generally held for identifying the persons who are qualified tobecome Directors and may be appointed in senior management and recommending theirappointments and removal. Committee met twice during the year on 12.07.2019 and 6thDecember 2019. As on 31/03/2020 following is the composition of committee.

Name Designation
Manisha Agarwal Member
Khushboo Vasudev* Member
Vaibhav Ganesh Tikone* Chairman

*Appointed w-e-f 12/07/2019 on resignation of Vinita Agarwal.

24. Stakeholder's Grievance & Relationship Committee

The Company has constituted Stakeholder's Grievance & Relationship Committee mainlyto focus on the redressal of Shareholder's/ Investor's Grievances if any like Transfer /Transmission / Demat of Shares; Loss of Share Certificates; Non-receipt of Annual Report;Dividend Warrants; etc. Committee met four times during the year respectively on25/05/2019: 14/08/2019: 13/11/2019 and 14/02/2020. As on 31st March 2020 following arethe members of the Committee.

Name Designation
Manisha Agarwal Member
Varun Newatia Member
Vaibhav Ganesh Tikone Chairman

*Appointed w-e-f 12/07/2019 on resignation of Vinita Agarwal.

25. Particulars of Loans Guarantees or Investments

The provisions with respect to Loans guarantees or Investments as per section 186 ofthe Companies Act 2013 are complied with.

26. Particulars of Contracts or Arrangements with Related Parties:

The company has no material individual transactions with its related parties which arecovered under section 188 of the Companies Act 2013 which are not in the ordinary courseof business and not undertaken on an arm's length basis during the financial year 2019-20there are no transactions to be reported in Form AOC-2 and as such do not form part ofthis report.

27. Maintenance Of Cost Records:

The provisions relating to maintenance of cost records are not applicable to theCompany.

28. Managerial Remuneration:

The Company incurred losses during the year so the Company has not provided anyManagerial Remuneration to the Directors.

Particulars of Employees: Provisions of Section 197 of the Act read with Rule 5(2)& (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 are not applicable as no employee or Director of the Company was in receipt of suchremuneration as prescribed under the said Rules.

29. Secretarial Audit Report

The Secretarial Audit Report has been given by Ms. Rekha Agarwal Practicing CompanySecretary and there is no qualification reservation or adverse remark or disclaimer madeby the company secretary in the secretarial audit report.

30. Management Discussion & Analysis Reports

The Management Discussion & Analysis Report has been annexed with the report.

31. Corporate Governance

Pursuant to Regulation 15 of SEBI (LODR) Regulations 2015 the compliance with thecorporate governance provisions as specified in Regulations 17 18 19 20 2122 23 242526 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C D andE of Schedule V of SEBI (LODR) Regulations 2015 shall not apply in respect of thelisted entity having paid up equity share capital not exceeding rupees ten crore and networth not exceeding rupees twenty five crore as on the last day of the previous financialyear.

Thus due to non-applicability a separate report of Corporate Governance providing thedisclosures as required under para C of Schedule V has not be provided in this Annualreport.

32. Code of conduct for prevention of insider trading:

The Company has adopted a Code of Conduct for Prevention of Insider Trading under theSEBI (Prohibition of Insider Trading) Regulations 2015. The Code lays down guidelines forprocedures to be followed and disclosures to be made by insiders while trading in thesecurities of the Company. Details of dealing in the Company's shares by DesignatedPersons if any are placed before the Audit Committee on a quarterly basis. The Companyhas also adopted a Code of Corporate Disclosure Practices for ensuring timely andadequate disclosure of Unpublished Price Sensitive Information by the Company to enablethe investor community to take informed investment decisions with regard to the Company'sshares.

33. Internal Auditor

Mr. Supratim Roychowdhury Chartered Accountants Internal Auditor has submitted areport based on the internal audit conducted during the period under review.

34. Risk management policy

The company does not have any Risk Management Policy as the element of risk threateningthe Company's existence is very minimal.

35. Operational Review

The Company discloses standalone unaudited financial results on a quarterly basisstandalone audited financial results on an annual basis. The Company has complied with allthe norms prescribed by the Reserve Bank of India (RBI) including the Fair practices AntiMoney Laundering and Know Your Customer (KYC) guidelines.

36. NBFC Company

The Company is engaged in the Business of Non Banking Financial Institution and it hasobtained a certificate of Registration from the Reserve Bank of India. The Company has notaccepted any deposit from the public. The Company has complied with the prudential normsrelating to the Income Recognition Accounting Standards asset classification andprovisioning for bad and doubtful debts as applicable to it in terms of Non BankingFinancial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank)Directions -2007.

37. Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act 2013 your Directors confirm that

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

(b) the directors have 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 the financial year and ofthe profit and loss of the company for that period;

(c) the directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors have prepared the annual accounts on a going concern basis;

(e) the directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively and

(f) the directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

38. Acknowledgements

Your Directors would like to express their appreciation of the co-operation andassistance received from the shareholders bankers and other business constituents duringthe year under review. Your Directors also place on record their deep sense ofappreciation to all employees for their dedicated services rendered at various levels.

For and on behalf of the Board of Directors
Sd/- Sd/-
Lalit Kumar Tapadia Varun Newatia
Managing Director Director
DIN: 08117881 DIN: 08071741

Place: Mumbai

Date: 29/06/2020

FORM NO. MGT 9 EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2020

Pursuant to Section 92 (3) of the Companies Act 2013 and rule 12(1) of the Company(Management & Administration) Rules 2014.

I. REGISTRATION & OTHER DETAILS:
1 CIN L65910AS1981PLC017921
2 Registration Date 26/06/1981
3 Name of the Company Canopy Finance Limited (Formerly Known as Kartavya Udyog Viniyog Limited)
4 Category/ Sub-category of the Company Company Limited by shares/ Indian Non Government Company
5 Address of the Registered office & contact details M/s Prezens Maniram Dewan Road Bamunimaidan opp Anuradha Cinema Guwahati Kamrup AS 781021 Email Id: info@kartavya.info
6 Whether listed company Yes
7 Name Address & contact details of the Registrar & Purva Sharegistry (India) Pvt. Ltd.
Transfer Agent if any. Unit No.9 Shiv Shakti Ind. Estate J.R. Boricha Marg Opp. Kasturba Hospital Lane Lower Parel (E) Mumbai- 400011 Phone No: 022 2301 6761/ 8261 Fax: 022 2301 2517
Email Id: busicomp@gmail.com Website: www.purvashare.com

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

(All the business activities contributing 10 % or more of the total turnover of thecompany shall be stated)

S. No. Name and Description of main products / services NIC Code of the Product/service % to total turnover of the company
1 Other financial service activities 649 100%

III. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

SN Name and address of the Company CIN/GLN Holding/ Subsidiary/ Associate % of shares held Applicable Section
Nil

A. Category Wise Shareholding

Category Of Shareholders

No Of Shares held at the beginning of year 31/03/2019

No Of Shares held at the end of year 31/03/2020

% Change
Demat Physical % of Total Total Shares Demat Physical % of Total Total Shares
A. Promoters
(1) Indian
(a) Individuals/ HUF 1193000 0 1193000 12.84 0 0 0 0 -12.83762
(b) Central Govt 0 0 0 0 0 0 0 0 0
(c) State Govt(s) 0 0 0 0 0 0 0 0 0
(d) Bodies Corp. 538495 0 538495 5.79 1731495 0 1731495 18.63 12.84
(e) Banks / FI 0 0 0 0 0 0 0 0 0
(f) Any Other
* DIRECTORS 0 0 0 0 0 0 0 0 0
* DIRECTORS RELATIVES 0 0 0 0 0 0 0 0 0
* PERSON ACTING IN CONCERN 0 0 0 0 0 0 0 0 0
Sub Total (A)(1): 1731495 0 1731495 18.63 1731495 0 1731495 18.63 0.00
(2) Foreign
(a) NRI Individuals 0 0 0 0 0 0 0 0 0
(b) Other Individuals 0 0 0 0 0 0 0 0 0
(c) Bodies Corp. 0 0 0 0 0 0 0 0 0
(d) Banks / FI 0 0 0 0 0 0 0 0 0
(e) 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 (A) = (A)(1)+(A)(2) 1731495 0 1731495 18.63 1731495 0 1731495 18.63 0.00
B. Public Shareholding
(1) Institutions
(a) Mutual Funds 0 0 0 0 0 0 0 0 0
(b) Banks FI 0 0 0 0 0 0 0 0 0
(c) Central Govt 0 0 0 0 0 0 0 0 0
(d) State Govet(s) 0 0 0 0 0 0 0 0 0
(e) Venture Capital Funds 0 0 0 0 0 0 0 0 0
(f) Insurance Companies 0 0 0 0 0 0 0 0 0
(g) FIIs 0 0 0 0 0 0 0 0 0
(h) Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 0
(i) Others (specify)
* U.T.I. 0 0 0 0 0 0 0 0 0
* FINANCIAL INSTITUTIONS 0 0 0 0 0 0 0 0 0
* I.D.B.I. 0 0 0 0 0 0 0 0 0
* I.C.I.C.I. 0 0 0 0 0 0 0 0 0
* GOVERMENT COMPANIES 0 0 0 0 0 0 0 0 0
* STATE FINANCIAL CORPORATION 0 0 0 0 0 0 0 0 0
* QUALIFIED FOREIGN INVESTOR 0 0 0 0 0 0 0 0 0
* ANY OTHER 0 0 0 0 0 0 0 0 0
* OTC DEALERS (BODIES CORPORATE) 0 0 0 0 0 0 0 0 0
* PRIVATE SECTOR BANKS 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
(a) Bodies Corp.
(i) Indian 3366979 0 3366979 36.23 2966979 0 2966979 31.93 -4.30
(ii) Overseas 0 0 0 0 0 0 0 0 0
(b) Individuals
(i) Individual shareholders holding nominal share capital upto Rs. 1 lakh 223006 385520 608526 6.55 106006 347500 453506 4.88 -1.67
(ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh 2828500 480500 3309000 35.61 3115500 518520 3634020 39.10 3.50
(c) Others (specify)
* UNCLAIMED OR SUSPENSE OR ESCROW ACCOUNT 0 0 0 0 0 0 0 0 0
* IEPF 0 0 0 0 0 0 0 0 0
* LLP 0 0 0 0 0 0 0 0 0
* FOREIGN NATIONALS 0 0 0 0 0 0 0 0 0
* QUALIFIED FOREIGN INVESTOR 0 0 0 0 0 0 0 0 0
* ALTERNATE INVESTMENT FUND 0 0 0 0 0 0 0 0 0
* N.R.I. 0 0 0 0 0 0 0 0 0
* FOREIGN CORPORATE BODIES 0 0 0 0 0 0 0 0 0
* TRUST 0 0 0 0 0 0 0 0 0
* HINDU UNDIVIDED FAMILY 243000 34000 277000 2.98 223000 34000 257000 2.77 -0.22
* EMPLOYEE 0 0 0 0 0 0 0 0 0
* CLEARING MEMBERS 0 0 0 0 250000 0 250000 2.69 2.69
* DEPOSITORY RECEIPTS 0 0 0 0 0 0 0 0 0
* OTHER DIRECTORS & RELATIVES 0 0 0 0 0 0 0 0 0
* MARKET MAKERS 0 0 0 0 0 0 0 0 0
Sub-total (B)(2): 6661485 900020 7561505 81.37 6661485 900020 7561505 81.37 0.00
Total Public Shareholding (B) = (B)(1)+(B)(2) 6661485 900020 7561505 81.37 6661485 900020 7561505 81.37 0.00
C. TOTSHR held by Custodian for GDRs & ADRs 0 0 0 0 0 0 0 0 0
GrandTotal(A + B + C) 8392980 900020 9293000 100 8392980 900020 9293000 100 0

B. Shareholding of Promoters

SL No. ShareHolder's Name

ShareHolding at the beginning of the year 31/03/2019

ShareHolding at the end of the year 31/03/2020

No of Shares % of Total Shares of the Company % of Shares Pledged / Encumber ed to total shares No. of Shares % of Total Shares of the company % of Shares Pledged / Encumber ed to total shares % change in share holding during the year
1 ASHISH TRIVEDI 173000 1.86 0.00 0 0.00 0.00 -1.86
2 RAMA TRIVEDI 172500 1.86 0.00 0 0.00 0.00 -1.86
3 MANISH TRIVEDI . 171500 1.85 0.00 0 0.00 0.00 -1.85
4 OM PRAKASH TRIVEDI 171000 1.84 0.00 0 0.00 0.00 -1.84
5 MANISH TRIVEDI 170000 1.83 0.00 0 0.00 0.00 -1.83
6 OM PRAKASH TRIVEDI . 170000 1.83 0.00 0 0.00 0.00 -1.83
7 PAMPA TRIVEDI 165000 1.78 0.00 0 0.00 0.00 -1.78
8 SAGUNA MERCANTILE PRIVATE LIMITED 538495 5.79 0.00

1731495 18.63

0.00 12.84

C. Change in Promoter's Shareholding:

SL No. ShareHolder's Name ShareHolding at the beginning of the year 31/03/2019 Cumulative ShareHolding at the end of the year 31/03/2020
No of Shares % of Total Shares of the Company % change in share No. of holding Shares during the year Type
1 SAGUNA MERCANTILE PRIVATE LIMITED 538495 5.79
05-07-2019 345500 3.72 883995 9.51 Buy
23-08-2019 677500 7.29 1561495 16.80 Buy
30-08-2019 170000 1.83 1731495 18.63 Buy
31-03-2020 1731495 18.63
2 ASHISH TRIVEDI 173000 1.86
05-07-2019 -173000 -1.86 0 0.00 Sell
31-03-2020 0 0.00
3 RAMA TRIVEDI 172500 1.86
05-07-2019 -172500 -1.86 0 0.00 Sell
31-03-2020 0 0.00
4 MANISH TRIVEDI . 171500 1.85
23-08-2019 -171500 -1.85 0 0.00 Sell
31-03-2020 0 0.00
5 OM PRAKASH TRIVEDI 171000 1.84
23-08-2019 -171000 -1.84 0 0.00 Sell
31-03-2020 0 0.00
6 MANISH TRIVEDI 170000 1.83
23-08-2019 -170000 -1.83 00.00 Sell
31-03-2020 00.00
7 OM PRAKASH TRIVEDI .s 170000 1.83
30-08-2019 -170000 -1.83 00.00 Sell
31-03-2020 00.00
8 PAMPA TRIVEDI 165000 1.78
23-08-2019 -165000 -1.78 00.00 Sell
31-03-2020 00.00

D. Sharedholding Pattern of top ten Shareholders:

SL No.ShareHolder's Name

ShareHolding at the beginning of the year 31/03/2019 % of Total No of Shares of Shares the Company

Cumulative ShareHolding at the end of the year 31/03/2020 % change in share No. of holding Shares during the year

Type

1 ANUPAMA CHOUDHARY 7500008.07
31-03-2020 7500008.07
2 ASHOK INVESTORS TRUST LTD . 5000005.38
31-03-2020 5000005.38
3 TRIBHUVAN DEALTRADE PRIVATE LIMITED 2599992.80
31-03-2020 2599992.80
4 HIGHGROWTH VINCOM PRIVATE LIMITED 2500002.69
06-09-2019 -250000-2.69 00.00 Sell
31-03-2020 00.00
5 GLORIOUS VINCOM PRIVATE LIMITED. 2500002.69
10-01-2020 -115000-1.24 1350001.45 Sell
17-01-2020 -120000-1.29 150000.16 Sell
24-01-2020 -15000-0.16 00.00 Sell
31-03-2020 00.00
6 GAGANBASE VINCOM PRIVATE LIMITED 2500002.69
17-01-2020 680000.73 3180003.42 Buy
24-01-2020 320000.34 3500003.77 Buy
31-03-2020 3500003.77
7 ZODIAC VANIJYA PRIVATE LIMITED 2500002.69
31-03-2020 2500002.69
8 SAMBHAVNA DEALTRADE PRIVATE LIMITED 2500002.69
31-03-2020 2500002.69
9 HORA TIE UP PRIVATE LIMITED 2500002.69
31-03-2020 2500002.69
10 AAKRITI OVERSEAS PRIVATE LIMITED 2500002.69
31-03-2020 2500002.69
11 STARWINGS FASHION TRADING LIMITED 2500002.69
31-03-2020 2500002.69
12 LINKUP FINANCIAL CONSULTANTS PVT. LTD. 2500002.69
31-03-2020 2500002.69
13 AMARJIT YADAV 2500002.69
31-03-2020 2500002.69
14 GIRIRAJ STOCK BROKING PRIVATE LIMITED 00.00
06-09-2019 2500002.69 2500002.69 Buy
10-01-2020 750000.81 3250003.50 Buy
17-01-2020 -20000-0.22 3050003.28 Sell
24-01-2020 -55000-0.59 2500002.69 Sell
31-03-2020 2500002.69

E. Sharedholding of Directors and Key Managerial Personnel:

SL No. ShareHolder's Name ShareHolding at the beginning of the year 31/03/2019 Cumulative ShareHolding at the end of the year 31/03/2020
No of Shares % of Total Shares of the Company % change in share No. of holding Shares during the year Type
1 Lalit Kumar Tapadia (Managing Director) 31-03-2020 00.00 00.00
2 Varun Newatia (Whole Time Director) 31-03-2020 00.00 00.00
3 Varsha Jain (Company Secretary) 31-03-2020 00.00 00.00
4 NILABJO CHAKRABORTY (Company Secretary) 31-03-2020 00.00 00.00

V. INDEBTEDNESS

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

Particulars Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount -
ii) Interest due but not paid -
iii) Interest accrued but not due -
Total (i+ii+iii) - - - -
Change in Indebtedness during the financial year
* Addition 5250000.00 5250000.00
* Reduction - -
Net Change - - - -
Indebtedness at the end of the financial year
i) Principal Amount 5250000.00 5250000.00
ii) Interest due but not paid - -
iii) Interest accrued but not due -
Total (i+ii+iii) - - - -

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

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

SN.Particulars of Remuneration Name of MD/WTD/ Manager Total Amount
Name Lalit Kumar Tapadia (Rs)
Designation Managing Director
1 Gross salary 1100000 1100000
(a)Salaryasperprovisionscontainedinsection17(1)oftheIncome- tax Act 1961 -
(b) Value of perquisites u/s 17(2) Income-tax Act 1961 -
(c) Profits in lieu of salary under section 17(3) Income- tax Act 1961 -
2 Stock Option -
3 Sweat Equity -
Commission -
4 - as % of profit -
- others specify -
5 Others please specify -
Total (A) 1100000 1100000
Ceiling as per the Act

B. Remuneration to other Directors

SN. Particulars of Remuneration Name of Directors Total Amount (Rs)
1 Independent Directors
Fee for attending board committee
Commission
Others please specify
Total (1)
2 Other Non-Executive Directors There was no remuneration paid to the other Directors i.e Independent Directors and other Non- Executive Directors of the Company.
Fee for attending board committee
Commission
Others please specify
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration
Overall Ceiling as per the Act

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD

SN. Particulars of Remuneration

Name of Key Managerial Personnel

Total Amount
Designation Name Nilabjo Chakrobarty CS Varun Newatia CFO Varsha Jain CS
1 Gross salary
(a)Salaryasperprovisionscontainedin section 17(1) of the Income-tax Act 30000.00 600000.00 26000 656000
(b) Value of perquisites u/s 17(2) Income- - - - -
(c)Profitsinlieuofsalaryundersection - - - -
17(3) Income- tax Act 1961 Stock Option -
2 Sweat - - - -
3 Equity - - -
4Commission
- as % of profit - - - -
- others specify
5 Others please specify - - -
Total 30000.00 600000.00 26000 656000

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)
There was no penalty punishment and compounding of offences with respect to the company its Directors and other officers.
For and on behalf of the Board of Directors
sd/- sd/-
Lalit Kumar Tapadia Varun Newatia
Managing Director Chief Financial Officer & Director
Din: 08117881 Din: 08071741

Place: Mumbai

Date: 29/06/2020

.