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Consecutive Investments & Trading Co Ltd.

BSE: 539091 Sector: Financials
NSE: N.A. ISIN Code: INE187R01011
BSE 00:00 | 19 Jun Consecutive Investments & Trading Co Ltd
NSE 05:30 | 01 Jan Consecutive Investments & Trading Co Ltd
OPEN 44.40
PREVIOUS CLOSE 42.20
VOLUME 10
52-Week high 55.05
52-Week low 42.20
P/E 117.22
Mkt Cap.(Rs cr) 13
Buy Price 52.45
Buy Qty 4.00
Sell Price 42.20
Sell Qty 995.00
OPEN 44.40
CLOSE 42.20
VOLUME 10
52-Week high 55.05
52-Week low 42.20
P/E 117.22
Mkt Cap.(Rs cr) 13
Buy Price 52.45
Buy Qty 4.00
Sell Price 42.20
Sell Qty 995.00

Consecutive Investments & Trading Co Ltd. (CONSECUTIVEINT) - Director Report

Company director report

To

The Members

Your Directors have pleasure in presenting their 37th Annual Report on the business andoperations of the Company and the accounts for the Financial Year ended March 31 2019.

1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY.

Your Board is pleased to present the highlights of the Standalone & Consolidatedfinancial statement of your company for the financial year 2018 19 and 2017 18 as under:

STANDALONE CONSOLIDATED
Particulars 2019 2018 2018 2017 2019-2018 2018-2017
Profit Before Interest & Depreciation. 1317172.10 1386017.00 1317172.10 1386017.00
Less : Depreciation & Amortization 16816.00 35661.00 16816.00 35661.00
Less : Finance Cost 428.00 1579.00 428.00 1579.00
Profit Before Tax 1299928.10 1348777.00 1299928.10 1348777.00
Provision For Tax 0.00 0.00 0.00 0.00
Amount Transferred to Reserves 1299928.10 1348777.00 1299928.10 1348777.00
Transfer to contingent provisions 0.00 0.00 0.00 0.00
against standard assets
Share of Profit of Associates - - 130306 83786.00
Profit & Loss for the year 1299928.10 1348777.00 1430234.10 1432563.00
Balance as per last balance sheet 14227289.44 12878512.44

14737714.44 13305151.44

Surplus carried to balance sheet 1299928.10 1348777.00 1430234.10 1432563.00

2. BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THEYEAR / STATE OFCOMPANY'SAFFAIR

The profit of the company (PAT) for the year under review is Rs. 1299928.10 /- asagainst profit of Rs 1348777.00 /- in the previous year.

3. CHANGE IN THE NATURE OF BUSINESS

Your Directors are please to inform you that there was no change in the nature ofbusiness of our Company during the Financial Year under review.

4. DIVIDEND

Your Directors decided and declare to plough back the profits for the year under reviewinto the growth opportunities which shall create value for the shareholders and thereforedoes not recommend any dividend for the year under review.

5. RESERVES

Your company has not transferred any amount to the reserves of the company.

6. CHANGE OF NAME

Your company's name is CONSECUTIVE INVESTMENTS & TRADING COMPANY LIMITED andthere is no change in its name during the year under review.

7. SHARE CAPITAL

Your Directors further ensures that during the year under review your company has notbought back any of its securities or issued any Sweat Equity Shares or issued any BonusShares or provided any Stock Option Scheme to the employees.

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL

a) Retire by rotation.

Ms. Smita Murarka (DIN : 07448865) who retire by rotation at the ensuing generalmeeting pursuant to section 152 of the Companies Act 2013 and being eligible offerherself for re-appointment. Your Director recommends his re- appointment. The details aregiven in Annexure I forming part of the Board Report.

9. DECLARATION BY INDEPENDENT DIRECTOR

Your Company has received declaration from all the Independent Directors of thecompany pursuant to the provisions of Section 149(7) of the Companies Act 2013 statingthat they meet the criteria of Independence as laid down under section 149(6) of theCompanies Act 2013.

10. PARTICULARS OF EMPLOYEES

Your Directors ensures that none of the employees of your company is in receipt ofsalary and / or remuneration in excess of the threshold limit pursuant to the provisionsof Rule 2 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

11. MEETING

a) Board Meetings

A calendar of Meetings is prepared and circulated in advance to the Directors. Duringthe Financial Year 2018 19 Ten (10) Board Meetings were held the dates of the meetingbeing 28/04/2018 30/05/2018 31/07/2018 14/08/2018 04/09/2018 13/11/2018 and13/02/2019. The intervening gap between any two meetings held during the year was not morethan one hundred and twenty days.

b) Audit Committee Meeting

A calendar of Audit Committee Meetings is prepared and circulated in advance to theMembers of the Committee. During the Financial Year 2018 19 four (4) meeting of theCommittee was held the date of the meetings was 30/05/2018 14/08/2018 13/11/2018 and13/02/2019.

c) Nomination & Remuneration Committee.

A calendar of Nomination and Remuneration Committee Meeting is prepared and circulatedin advance to the Members of the Committee. During the Financial Year 2018 19 three (3)meeting of the Committee was held the date of the meeting was 27.04.2018 25.09.201819.11.2018 and 06.03.2019.

d) Shareholders Grievance Committee Meeting.

A calendar of Shareholders Grievance Committee Meeting is prepared and circulated inadvance to the Members of the Committee. During the Financial Year 2018 19 four (4)meeting of the Committee was held the date of the meeting were 28.04.2018 26.07.201809.10.2018 and 17.01.2019.

12. COMPOSITION OF BOARD OF DIRECTORS AND COMMITEES.

BOARD OF DIRECTORS

The Board of the company is headed by Mr. Vijay Kumar Jain of the company aneminent person of high credentials and of considerable professional experience whoactively contributed in the deliberation of the Board. As on close of business hours ofMarch 31 2019 the Board comprised of four directors as mentioned below:

Name DIN Category Designation
1. VIJAY KUMAR JAIN 01376813 Executive Managing Director
2. SMITA MURARKA 07448865 Non Executive Director
3. RINKU ADHIKARY 07140015 Non executive Independent Director
4. SUBODH KUMAR JAIN 02564952 Non Executive Independent Director

Audit Committee

The chairman of the Audit Committee of the Company constituted under Section 177 of theCompanies Act 2013 by the Board is headed by the Ms. Rinku Adhikary Independent Directorof the company. She is an eminent lady of high credentials and of considerableprofessional experience. As on close of business hours of March 31 2019 the Board ofAudit Committee comprised of four directors as mentioned below.

NAME DIN DESIGNATION
1. VIJAY KUMAR JAIN 01376813 Managing Director
2. SUBODH KUMAR JAIN 02564952 Independent Director
3. RINKU ADHIKARY 07140015 Independent Director

NOMINATION & REMUNERATION COMMITTEE

The chairman of the Nomination and Remuneration Committee of the Company constitutedunder Section 178 of the Companies Act 2013 by the Board is headed by Ms. Rinku Adhikary(DIN: 07140015) Independent Director of the company. She is an eminent lady of highcredentials and of considerable professional experience. As on close of business hours ofMarch 31 2019 the Board of Nomination and Remuneration Committee comprised of threedirectors as mentioned below.

Name DIN Designation
1. SMITA MURARKA 07448865 Non Executive Director
2. SUBODH KUMAR JAIN 02564952 Independent Director
3. RINKU ADHIKARY 07140015 Independent Director

SHAREHOLDERS GRIEVANCE COMMITTEE

This committee was headed by Ms. Rinku Adhikary (07140015) Independent Director of thecompany. She is an eminent person of high credentials and of considerable professionalexperience. As on close of business hours of March 31 2019 the Board of ShareholdersGrievance Committee comprised of three directors as mentioned below.

Name DIN Designation
1. SMITA MURARKA 07448865 Non Executive Director
2. SUBODH KUMAR JAIN 02564952 Independent Director
3. RINKU ADHIKARY 07140015 Independent Director

RISK MANAGEMENT COMMITTEE

The chairman of the risk Management Committee of the Company is headed by Ms. RinkuAdhikary(DIN: 07140015) Independent Director of the company. She is an eminent lady ofhigh credentials and of considerable professional experience. As on close of businesshours of March 31 2019 the Board of Risk Management Committee comprised of threedirectors as mentioned below.

Name DIN Designation
1. VIJAY KUMAR JAIN 01376813 Managing Director
2. SMITA MURARKA 07448865 Non Executive Director
3. SUBODH KUMAR JAIN 02564952 Independent Director
4. RINKU ADHIKARY 07140015 Independent Director

13. DETAILS OF SUBSIDIARY/JOINT VENTURES / ASSOCIATE COMPANIES

Pursuant to the provisions of section 129 of the Companies Act 2013 and the rulesframed thereunder if any the statement containing the salient feature of the financialstatement of a company's subsidiary or subsidiaries associate company or companies andjoint venture or ventures as forming part of this report. Your Director is please toinform you that as on the close of the 31st March 2019 your company has only oneassociate company named Mod Mind Consultancy Private Limited and ensures that thereis no subsidiary or subsidiaries and Joint venture or ventures. The salient feature of thefinancial statement is annexed herewith and marked as Annexure II.

14. VIGILMACHANISM AND WHISTLE BLOWER POLICY

Your directors are pleased to inform you that the company has adopted a vigil mechanismwhich comprises whistle blower policy for directors employees and vendors of thecompany. This policy provides a formal mechanism for directors employees and vendors toapproach the chairman of Audit committee to report concerns about unethical actual orsuspected fraud or violation of company code of conduct and thereby ensuring thatactivities of the company are conducted in a fair and transparent manner. The policy isalso available at the company website.

15. AUDITORS AND THEIR REPORT

"RESOLVED THAT pursuant to provision of section 139 and other applicableprovision if any of the companies Act 2013 read with rules made there under M/s RJain & Associates Chartered Accountants (FRN NO.009988C) retiring Auditor of theCompany be and hereby re-appointed as Statutory Auditors of the Company for the term ofnext five years to hold office from the conclusion of 37th Annual GeneralMeeting until the conclusion of 42th Annual General Meeting of the Company atsuch remuneration as may be mutually agreed between Board of Director of the Company andthe Auditors".

The Auditors' Report does not contain any qualification reservation or adverse remark.Notes to Accounts and Auditors remarks in their report are self-explanatory and do notcall for any further comments

16. SCRETARIAL AUDIT REPORT

Your Directors has appointed Ms. Anjali Mishra a practicing Company Secretary asSecretarial Auditor pursuant to the provisions of section 204 of the Companies Act 2013and Rule 9 of the Companies (Appointment and Remuneration of Managerial Person) Rules2014 to undertake the secretarial audit of the company for the financial year 2018 19.The Secretarial Audit Report in form MR 3 is given as Annexure III forming part ofthis report. The Secretarial Auditors' Report for the financial year 2018 19 does notcontain any qualification reservation or adverse remark. Notes to Accounts and Auditorsremark in their report are self - explanatory and do not call for further comments.

17. INTERNAL AUDIT & CONTROL

The Company continues to engage M/s Pratik Kheria & Co Chartered Accountants(Membership No: 303320) as its Internal Auditor. During the year the Company continued toimplement their suggestions and recommendations to improve the control environment. Theirscope of work includes review of processes for safeguarding the assets of the Companyreview of operational efficiency effectiveness of systems and processes and assessingthe internal control strengths in all areas. Internal Auditors findings are discussed withthe process owners and suitable corrective actions taken as per the directions of AuditCommittee on an ongoing basis to improve efficiency in operations.

18. INTERNAL FINANCIAL CONTROL (IFC) SYSTEM AND ADEQUECY.

The Board of Directors of the company is responsible for ensuring the IFC have beenlaid down in the company and that such control are adequate and operating effectively.Your directors ensure final IFC framework has been laid down in your company and it iscommensurate with the size scale and complex of its operation.

19. EXTRACTS OF ANNUAL RETURN.

Your company pursuant to the provisions of section 92(3) of the Companies Act 2013and rule 12(1) of the Companies (Management and Administration) Rules 2014 has given in AnnexureIV an extract of Annual Return as forming part of this report. The extract of annualreturn is given in MGT 9.

20. MATERIAL CHANGES & COMMITMENTS

Your Director ensures that no material changes occurred subsequent to the close of thefinancial year of the Company to which the balance sheet relates and the date of thereport that affecting the financial position of the company.

21. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

There were no significant and material orders passed by the Regulators or Courts orTribunals during the year impacting the going concern status of the company and its futurebusiness and operations.

22. DEPOSITS

Your Company has not accepted any Deposits from public within the meaning section 73 ofthe Companies Act 2013 read with Companies (Acceptance of Deposit) Rules 2014 during theyear under review.

23. DISCLOSURE OF SEXSUAL HARASSMENT OF WOMEN AT WORK PLACE

In order to prevent sexual harassment of women at work place a new act "The SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013"has been notified with effect from 9th December 2013. As per section 4 read with section6 of the act applies to companies having 10 employees or more and such companies shall berequired to constitute internal complaint committee.

Your Directors are pleased to inform you that as the number of employees in yourcompany is below the threshold limit hence it is not required to constitute suchcommittee.

Your directors are also pleased to inform you that there is no such case has beenreported during the year under review.

24. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION.

Your directors are also pleased to inform you that your company has not made anyinvestment through more than two layers of investment companies during the year underreview

25. RISK MANAGEMENT COMMITTEE

The Board of Directors of the Company has formed a Risk Management Committee foridentification evaluation and mitigation of External and Internal Material Risk. TheCommittee shall establish a framework for the Company's risk management process and toensure its implementation. The Committee shall periodically review the risk managementprocess and practices of the Company and establish procedure to mitigate risks on acontinuing basis.

26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES.

The particulars of every contract or arrangements entered into by the Company withrelated parties including certain arm's length transactions thereto shall be disclosed inAOC 2. The details are annexed herewith and marked as Annexure V

27. CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of corporate governance andadhere to the corporate governance requirements set out by SEBI. Your Company has alsoimplemented several best corporate governance practices as prevalent globally. The CompanyCorporate governance ensuring transparency accountability integrating in all itsrelations with all the stakeholders (i.e. Investors Suppliers Shareholders CustomersGovernment) with a view to increase the value of all of them. .

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

Pursuant to the provisions of section 134 of the Companies Act 2013 the details ofconservation of energy technology absorption foreign exchange earnings and outgo are asfollows:

Conservation of energy NIL
Technology absorption NIL
Foreign exchange earnings and Outgoing NIL

29. HUMAN RESOURCES

Your Company treats its "Human Resources" as one of its most importantassets. Your Company continuously invests in attraction retention and development oftalent on an ongoing basis. A number of programs that provide focused people attention arecurrently underway. Your Company thrust is on the promotion of talent internally throughjob rotation and job enlargement.

30. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to section 134(5) of the Companies Act 2013 the Board of Directors to thebest of their knowledge and ability confirms that: a. In the preparation of the annualaccounts the applicable accounting standards had been followed along with properexplanation relating to material departures;

b. They had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the company at the end of the financial year and of the profitand loss of the company for that period;

c. They had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the assets of thecompany and for preventing and detecting fraud and other irregularities;

d. They had prepared the annual accounts on a going concern basis;

They had devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

31. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND.

Pursuant to the provisions of the Investor Education Protection Fund (IEPF) and therules framed there under your directors ensure that there was no unpaid/unclaimeddividend declared and paid last year the provisions of Section 125 of the Companies Act2013 does not apply.

32. ACKNOWLEDGEMENT

Your Board would like to record its appreciation for the co operation and supportreceived from its employees shareholders and all other stakeholders. Your Board wishes toplace on record its deep appreciation of the Independent Directors and Non ExecutiveDirectors of the Company for their great contribution by way of strategic guidancesharing of knowledge experience and wisdom which help your company to take the rightdecision in achieving its goals.

For and on Behalf of the Board of Directors
Sd/-
Date: 21/05/2019 Vijay Kumar Jain
Place: Kolkata (Chairman)
Registered Office:
23 Ganesh Chandra Avenue
3rd Floor
Kolkata-700013

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