You are here » Home » Companies » Company Overview » Coral India Finance & Housing Ltd

Coral India Finance & Housing Ltd.

BSE: 531556 Sector: Financials
NSE: CORALFINAC ISIN Code: INE558D01021
BSE 00:00 | 24 Sep 20.15 0.60
(3.07%)
OPEN

20.15

HIGH

20.15

LOW

20.15

NSE 00:00 | 24 Sep 20.00 0
(0.00%)
OPEN

20.90

HIGH

20.90

LOW

19.80

OPEN 20.15
PREVIOUS CLOSE 19.55
VOLUME 1
52-Week high 35.16
52-Week low 8.25
P/E 10.39
Mkt Cap.(Rs cr) 81
Buy Price 19.00
Buy Qty 2000.00
Sell Price 20.50
Sell Qty 10.00
OPEN 20.15
CLOSE 19.55
VOLUME 1
52-Week high 35.16
52-Week low 8.25
P/E 10.39
Mkt Cap.(Rs cr) 81
Buy Price 19.00
Buy Qty 2000.00
Sell Price 20.50
Sell Qty 10.00

Coral India Finance & Housing Ltd. (CORALFINAC) - Director Report

Company director report

Dear Member(s)

The Board of Directors are pleased to present the Twenty-Fifth Annual Report of theCompany for the financial year ended 31st March 2019

Financial Summary and Highlights:

The Company's financial performance for the year ended 31st March 2019 is summarizedbelow:

(Amount in Rs. )

Particulars STANDALONE
2018-19 2017-18
Net Revenue from Operations including Other Income 1454.68 2298.38
Profit before Interest Depreciation and Taxes 1037.96 1716.36
Less:
a. Finance Cost 1.94 0.50
b. Depreciation 14.92 18.43
c. Provision for Taxation (including Deferred Tax) 199.28 348.73
Net Profit for the Year 821.82 1348.71
Total Comprehensive Income/(Loss) (1531.07) (92.42)
Balance Profits for the earlier years 8755.77 7407.06
Less: Dividend paid on Equity Shares (99.76) -
Less: Dividend Distribution Tax (20.51) -
Balance carried forward 9457.32 8755.77
Earnings Per Share (EPS) (Face Value of Rs. 2/- each) 1.65 2.70

Note: Previous year's figures have been regrouped / reclassified wherever necessary inconformity with Indian Accounting Standards (Ind AS) to correspond with the current year'sclassification / disclosure and may not be comparable with the figures reported earlier.

Company's Performance Review

During the financial year 2018-19:

The company recorded operational revenue of Rs. 1421.16 Lacs as compared to Rs. 2209.15Lacs during the previous financial year.

Total Profit after tax for the current year is Rs. 821.82 Lacs against Rs. 1348.71 Lacsin the previous financial year.

Dividend:

The Company has a consistent track record of dividend payment. Based on Company'sperformance the Board of Directors at its meeting held on 28th May 2019 recommendedfinal dividend of Rs. 0.20/- per equity share of Rs. 2/- each (@ 10%) for the financialyear 2018-19 amounting to Rs. 99.76 Lacs subject to the approval of Members at theensuing Annual General Meeting of the Company and payable to those Shareholders whosenames appear in the Register of Members as on the Book Closure.

The Corporate Dividend Distribution Tax on such dividend if approved by the Memberswill be Rs. 20.51 Lacs (previous year Rs. 20.51 Lacs).

Transfer to Reserves:

The Board of Directors of your company has decided not to transfer any amount to theReserves for the year under review.

Material Changes Affecting the Company

There are no material changes and commitments affecting the financial position of theCompany which have occurred between the end of the financial year 2018-19 and the date ofthis report. There has been no change in the nature of business of the Company.

Share Capital

There was no change in the issued and subscribed capital of the Company. The paid-upEquity Share Capital of the Company as on 31st March 2019 stands at Rs. 99758000divided into 49879000 equity shares of Rs. 2/- each.

During the year under review the Company has not issued shares debentures bondsconvertible securities or non-convertible securities shares with differential votingrights nor has granted any stock options or sweat equity or warrants.

Investor Education and Protection Fund (IEPF)

In accordance with the applicable provisions of Companies Act 2013 read with InvestorEducation and Protection Fund (Accounting Audit Transfer and Refund ) Rules 2016(“IEPF Rules”) all unclaimed dividends are required to be transferred by theCompany to the IEPF after completion of seven (7) years. Further according to IEPFRules the shares on which dividend has not been claimed by the shareholders for seven (7)consecutive years or more shall be transferred to the demat account of the IEPF Authority.The details relating to amount of dividend due to be transfer to the IEPF for seven (7)consecutive years are provided in the General Shareholders Information section of thisAnnual Report.

Corporate Matters

a. Corporate Governance Report

The Company has taken adequate steps to adhere to all the stipulations laid down inRegulation 17 to 22 and 34(3) read with Schedule V of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015. A separate report on Corporate Governancealong with the certificate from Mrs. Uma Lodha from Uma Lodha & Co. PracticingCompany Secretary confirming the compliance of Corporate Governance requirements isannexed as Annexure [A] to this report.

The Company is regularly complying with Corporate Governance practices and alsouploading the information under Corporate Filing & Dissemination System (corpfiling).Your Company has also been enlisted in the new SEBI compliant redressal system (SCORES)enabling the investors to register their complaints if any for speedy redressal.

b. Management Discussion and Analysis Report

As required under Regulation 34 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 entered with Stock Exchanges the Management Discussionand Analysis Report is annexed as Annexure [B] to this report.

Board of Directors

Directors and Key Managerial Personnel I. Change in Directorate: a. During the year

During the year there was no change in Board of Directors.

b. After the end of the year and up to the date of the Report

i) Appointment of Mrs. Meeta S. Sheth as an Additional/Non-Executive Promoter Directorof the Company

The Board of Directors of the Company at their meeting held on 28th May 2019 based onthe recommendation of the Nomination and Remuneration Committee had approved theappointment of Mrs. Meeta S. Sheth as an Additional/Non-Executive Director with effectfrom 28th May 2019 subject to approval of shareholders of the Company.

Mrs. Meeta S. Sheth has been associated with the Company since the year 1996. Earliershe was holding a post of Managing Director for the period of 10 years i.e. 1996 to 2007.Mrs. Meeta Sheth is also extensively involved in her family business.

Approval of the shareholders is sought at the ensuing AGM for the appointment of Mrs.Meeta S. Sheth as the Non-Executive Director of the Company liable to retire by rotation.The Board and Nomination & Remuneration Committee recommend her appointment.

ii) Cessation of directorship of Mr. Kishor R. Mehta Non- Executive Director

Mr. Kishor R. Mehta Non Executive Director of the Company informed the Board ofDirectors at its meeting held on 28th May 2019 of his desire to step down fromdirectorship in view of his age and not able to devote adequate time to perform his dutiesas a Director.

Mr. Kishor R. Mehta had joined the Board in the year 2017 and since then has been anintegral part of the Board and its Committees where he was a member. He has contributedimmensely to the functioning of the Board and the management has also benefitted from hisadvice and directions. The Board places on record gratitude for his advice and guidance.

iii) Re-appointment of the Dr. Sharad R. Mehta as an Independent Director

Re-appointment of the Dr. Sharad R. Mehta (72 years) as an Independent Directors notliable to retire by rotation (whose tenure will end on 25th September 2019) for a secondterm pursuant to applicable provisions of the Act read with the Rules issued thereunderand Listing Regulations.

The appointment was based on outcome of performance evaluation exercise experience andcontributions made by Dr. Sharad R. Mehta in his previous tenure.

iv) Retirement by rotation and subsequent reappointment

In accordance with the provisions of Section 152 and other applicable provisions ifany of the Act read with the Companies (Appointment and Qualification of Directors)Rules 2014 (including any statutory modification(s) or re-enactment(s) thereof for thetime being in force) and the Articles of Association of the Company Mr. Navin B. DoshiManaging Director of the Company is liable to retire by rotation at the ensuing AGM andbeing eligible have offered himself for re-appointment.

In accordance with the provisions of the Act read with the Rules issued thereunder theListing Regulations and the Articles of Association of the Company Additional Directorand Independent Directors of the Company are not liable to retire by rotation.

II. Key Managerial Personnel

Pursuant to the provisions of Sections 2(51) and 203 of the Companies Act 2013 readwith the Companies (Appointment and Remuneration of Managerial Personnel)

Rules 2014 (as amended from time to time) the following are the Key ManagerialPersonnel of the Company:

1. Shri. Navin B. Doshi: Managing Director
2. Shri Kishor R. Mehta: Chief Financial Officer
3. Mrs. Riya R. Shah: Company Secretary

During the year under review Shri. Navin B. Doshi has been reappointed as a ManagingDirector of the Company w.e.f. 01st August 2018 which was already approved by the membersof the Company in the 24th Annual General Meeting of the Company held on 30th July 2018.

Declaration of independence from Independent Directors:

The Company has received declarations from all the Independent Directors confirmingthat they meet the criteria of independence as prescribed under the provisions of the Actread with the Schedules and Rules issued thereunder as well as clause (b) ofsub-regulation (1) of Regulation 16 of the Listing Regulations (including any statutorymodification(s) or re-enactment(s) thereof for the time being in force). In terms ofRegulation 25(8) of the Listing Regulations the Independent Directors have confirmed thatthey are not aware of any circumstance or situation which exist or may be reasonablyanticipated that could impair or impact their ability to discharge their duties.

Number of the Meetings of Board:

During the financial year 2018 19 6 (six) meetings of the Board of Directors wereheld. The details of the meetings of the Board of Directors of the Company convened duringthe financial year 2018-19 are given in the Corporate Governance Report which forms partof this Annual Report.

Committees:

The Board of Directors has the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

4. Corporate Social Responsibility Committee

The details of the Committees along with their composition as well as changes in theircomposition if any number of meetings and attendance at the meetings are set out in theCorporate Governance Report which forms part of this Annual Report.

Nomination and Remuneration Policy (NRC)

The NRC Committee comprises of Mrs. Sheela Kamdar (Chairperson) Mrs. Meeta Sheth(Member) and Dr. Sharad Mehta (Member). The Board of Directors at their meeting held on28th May 2019 appointed Mrs. Meeta Sheth as a member of the Committee and Mr. Kishor R.Mehta ceased to be members of the Committee consequent to his ceasing to be a Director ofthe Company w.e.f. 28th May 2019. Mrs. Riya Shah Company Secretary acts as Secretary tothe NRC Committee.

During the year under review the Company has adopted a revised Nomination andRemuneration Policy in accordance with the amendments to Section 178 and other applicableprovisions of the Act and Listing Regulations in its board meeting dated 12th February2019. The salient features of the Policy are set out in the Corporate Governance Reportwhich forms part of this Annual Report.

The said Policy of the Company inter alia provides that the Nomination andRemuneration Committee shall formulate the criteria for appointment of Directors on theBoard of the Company and persons holding Senior Management positions in the Companyincluding their remuneration and other matters as provided under Section 178 of the Actand Listing Regulations.

The Policy is also available on the website of the Company (www.coralhousing.in).

Appointment and Remuneration of Directors and Key Managerial Personnel and particularsof employees:

The appointments and remuneration paid to the Directors are in accordance with theNomination and Remuneration Policy formulated in accordance with Section 178 of the Actand Regulation 19 of the Listing Regulations (including any statutory modification(s) orre-enactment(s) thereof for the time being in force).

The information required under Section 197 of the Act read with Companies (Appointmentand Remuneration of Managerial Personnel) Rules 2014 (including any statutorymodification(s) or re-enactment(s) thereof for the time being in force) in respect ofDirectors/employees of the Company is set out in the Annexure [C] to this reportand is also available on the website of the Company (www.coralhousing.in).

Performance Evaluation:

The Nomination and Remuneration Policy of the Company empowers the Nomination andRemuneration Committee or Board of Directors to formulate a process for evaluating theperformance of Individual Directors Committees of the Board and the Board as a whole.

The parameters for the performance evaluation of the Board inter alia includefunctioning of the entire Board contribution of individual directors therein andsuggesting together the improvements areas if any etc.

The parameters for the performance evaluation of the Directors include attendanceeffective participation in meetings of the Board domain knowledge vision strategy etc.

The Chairperson(s) of the respective Committees based on feedback received from theCommittee members on the outcome of performance evaluation exercise of the Committeeshares a report to the Board.

The details of the evaluation process are set out in the Corporate Governance Reportwhich forms a part of this Annual Report.

Directors' Responsibility Statement

Pursuant to Section 134 of the Act (including any statutory modification(s) orre-enactment(s) thereof for the time being in force) the Directors of the Company statethat:

a. in the preparation of the Annual Accounts for the financial year ended 31st March2019 the applicable Accounting Standards and Schedule III of the Companies Act 2013have been followed and there are no material departures from the same;

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 as at 31st March 2019 and of the profitsof the Company for the financial year ended 31st March 2019;

c. proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding the assets of theCompany and for preventing and detecting fraud and other irregularities;

d. the annual accounts have been prepared on a ‘going concern' basis;

e. proper internal financial controls laid down by the Directors were followed by theCompany and that such internal financial controls are adequate and operating effectively;and

f. proper systems to ensure compliance with the provisions of all applicable laws werein place and that such systems are adequate and operating effectively.

Internal Financial Controls and their Adequacy

The Company has in place adequate internal financial controls with reference tofinancial statements. The Board has adopted policies and procedures for ensuring theorderly and efficient conduct of its business including adherence to the Company'spolicies the safeguarding of its assets the prevention and detection of fraud errorreporting mechanisms the accuracy and completeness of the accounting records and thetimely preparation of reliable financial disclosures.

The Audit Committee of the Board of Directors actively reviews the adequacy andeffectiveness of the internal control systems and suggests improvements to strengthen thesame. The Company has a robust Management Information System which is an integral part ofthe control mechanism.

The Audit Committee of the Board of Directors and the Statutory Auditors areperiodically apprised of the internal audit findings and corrective actions taken. Auditplays a key role in providing assurance to the Board of Directors. Significant auditobservation and corrective actions taken by the management are presented to the AuditCommittee of the Board. To maintain its objectivity and independence the internal Auditfunction reports to the Chairman of the Audit Committee. The Company prepares Standalonefinancial statements in accordance with the applicable accounting standards.

Reporting of Frauds

There was no instance of fraud during the year under review which required theStatutory Auditors to report to the Audit Committee and / or Board under Section 143(12)of Act and Rules framed thereunder.

Disclosures relating to Subsidiary Company Associates and Joint Ventures

The Company does not have any subsidiary company associate company or joint venture ason 31st March 2019. Hence requirement of consolidated financial statement is notapplicable to the Company.

Further pursuant to provisions of Section 129(3) of the Companies Act 2013 read withRule 5 of Companies (Accounts) Rules 2014 the statement containing salient features ofthe financial statements of the Company's subsidiary in Form AOC-1 is not required to beattached.

Public Deposit

Your Company has neither accepted nor renewed any deposit within the meaning ofSections 73 and 74 of the Act read with the Companies (Acceptance of Deposits) Rules 2014(including any statutory modification(s) or re- enactment(s) thereof for the time being inforce).

Loans and Investments

Details of loans guarantees and investments under the provisions of Section 186 of theAct read with the Companies (Meetings of Board and its Powers) Rules 2014 as on 31stMarch 2019 are set out in Note 3 & 4 to the Standalone Financial Statements of theCompany. There were no guarantee given by the Company for the period under review.

Related Party Transactions

During the year under review the Company has adopted a revised Policy on dealing withand Materiality of Related Party Transactions in accordance with the amendments to theapplicable provisions of the Listing Regulations in its board meeting dated 12th February2019. The Policy is also available on the website of the Company at (www.coralhousing.in).

During the F.Y. 2018-19 the Company has entered into transactions with related partiesas defined under Section 2(76) of the Companies Act 2013 read with Companies(Specification of Definitions Details) Rules 2014 all of which were in the ordinarycourse of business and on arm's length basis and in accordance with the provisions of theCompanies Act 2013 read with the Rules issued thereunder and as per Listing Regulations.Further there was a transaction with a related party which qualifies as materialtransaction under the Listing Regulations for which shareholders approval was taken by wayof Postal Ballot dated 27th March 2019 is set out in Note No. 30 to the StandaloneFinancial Statements forming part of this Annual Report.

All transactions with related parties were reviewed and approved by the Audit Committeeand are in accordance with the Policy on dealing with and Materiality of Related PartyTransactions formulated by the Company.

Further related party transactions of the Company with person(s) or entities formingpart of the Promoter(s)/ Promoter(s) Group which individually hold 10% or moreshareholding in the Company that may have potential conflict with interest of the Companyat large are set out in Note 30 to the Standalone Financial Statements of the Company.

The details of all the related party transactions as per Indian Accounting Standards(IND AS) - 24 are set out in Note 30 to the Standalone Financial Statements of theCompany.

Form AOC-2 pursuant to Section 134 (3) (h) of the Companies Act 2013 read with Rule8(2) of the Companies (Accounts) Rules 2014 is set out in the Annexure [D] to thisreport.

Corporate Social Responsibility (CSR)

The CSR Committee comprises of Mrs. Sheela Kamdar (Chairperson) Mrs. Meeta Sheth(Member) and Dr. Sharad Mehta (Member). The Board of Directors at their meeting held on28th May 2019 appointed Mrs. Meeta Sheth as a member of the Committee and Mr. Kishor R.Mehta ceased to be members of the Committee consequent to his ceasing to be a Director ofthe Company w.e.f. 28th May 2019. Mrs. Riya Shah Company Secretary acts as Secretary tothe CSR Committee.

During the financial year ended 31st March 2019 the Company incurred CSR Expenditureof Rs. 2405100 (Rupees Twenty Four Lacs Five Thousand One Hundred only). The CSRinitiatives of the Company were under the thrust area of health eradicating hungerpoverty and malnutrition and promotion of education. The CSR Policy of the Company isavailable on the website of the Company at (www.coralhousing.in).

The Company's CSR Policy statement and annual report on the CSR activities undertakenduring the financial year ended 31st March 2019 in accordance with Section 135 of theAct and Companies (Corporate Social Responsibility Policy) Rules 2014 (including anystatutory modification(s) or re-enactment(s) thereof for the time being in force) is setout in Annexure [E] to this report.

Conservation of Energy Technology Absorption and Foreign Exchange Earning and Outgo

Disclosures pertaining to conservation of energy technology absorption foreignexchange earnings and outgo are not applicable to your company during the year underreview.

Risk Management

Pursuant to Section 134(3) (n) of the Companies Act 2013 Company has formulated RiskManagement Policy. As per Regulation 21 of the Listing Obligations and DisclosureRequirements Regulations 2015 the Company is not required to constitute a riskmanagement committee. At present the company has not identified any element of risk whichmay threaten the existence of the company.

Vigil Mechanism / Whistle Blower Policy

The Company has adopted Vigil Mechanism / Whistle Blower Policy which was approved andadopted by the Board of Directors of the Company. The said policy provides a formalmechanism for all Directors and employees of the Company to approach Chairman of the AuditCommittee of the Company and make protective disclosures about the unethical behavioractual or suspected fraud and violation of the Company's Code of Conduct and BusinessEthics. Under the Policy each Director / employee of the Company has an assured access tothe Chairman of the Audit Committee.

Further SEBI vide its notification dated 31st December 2018 has amended theprovisions under the SEBI (Prohibition of Insider Trading) Regulations 2015 by issuanceof SEBI (Prohibition of Insider Trading) (Amendment) Regulations 2018 to be effectivefrom 1st April 2019 which inter alia provides for the “Written Policies andProcedures” for inquiry in case of leak of unpublished price sensitive information(“UPSI”) or suspected leak of UPSI and to have a “Whistler-BlowerPolicy” and to make Directors and employees aware of such policy to enable them toreport instances of leak of UPSI.

Pursuant to above and in order to effect the amendments as notified in the aboveAmendment Regulations the Board of Directors of the Company has approved and adopted therevised “Vigil Mechanism / Whistle Blower Policy” and policy for ‘Leak ofUPSI' on 12th February 2019. The Policy is displayed on the website of the Company.(www.coralhousing.in).

Material Orders of Judicial Bodies/Regulators

During the year under review there were no significant material orders passed by theRegulators or Courts or Tribunals impacting the going concern status of the Company andits operations in future.

Auditors and Auditors' Report

Statutory Auditor:

As per the provisions of Sections 139 142 and all other applicable provisions of theCompanies Act 2013 (including any statutory modification(s) or re-enactment thereof forthe time being in force) at the 23rd Annual General Meeting of the Company held on 14thSeptember 2017 the Members of the Company had appointed M/s. Hasmukh Shah & Co. LLPChartered Accountants (Firm Registration No. 103592W/ W-100028) as Statutory Auditors ofthe Company to hold the office for a term of 5 (five) years from the conclusion of 23rd(twenty third) Annual General Meeting till the conclusion of the 28th (twenty eighth)Annual General Meeting to be held in the year 2022.

M/s. Hasmukh Shah & Co. LLP has confirmed that they are not disqualified fromcontinuing as Auditors of the Company.

Further the Ministry of Corporate Affairs (MCA) vide notification dated 7th May 2018has done away with the requirement of ratification of appointment of Statutory Auditors atevery Annual General Meeting as per the first proviso of Section 139 of the CompaniesAct 2013 and the Companies (Audit and Auditors) Amendment Rules 2018. Accordingly theCompany is not required to pass any resolution pertaining to ratification of theappointment of Statutory Auditors in the Annual General Meeting.

The Statutory Auditors' report on the Financial Statements for the financial year ended31st March 2019 does not contain any qualification reservation or adverse remark and isself-explanatory and unmodified and thus does not require any further clarifications /comments. The Statutory Auditors have not reported any incident of fraud to the AuditCommittee of the Company during the year under review.

The Auditors' Report for the financial year ended 31st March 2019 on the financialstatements of the Company is a part of this Annual Report.

Secretarial Auditor:

The Board of Directors of the Company has appointed Mrs. Uma Lodha of M/s Uma Lodha& Co. Practicing Company Secretary (Certificate of Practice No. 2593 Membership No.5363) as the Secretarial Auditor to conduct an audit of the secretarial records for thefinancial year 2018-19.

The Company has received consent from Mrs. Uma Lodha to act as the auditor forconducting audit of the secretarial records for the financial year ending 31st March2019.

The Secretarial Audit Report for the financial year ended 31st March 2019 underCompanies Act 2013 read with Rules made thereunder and Regulation 24A of the ListingRegulations (including any statutory modification(s) or re-enactment(s) thereof for thetime being in force) is set out in the Annexure [F1] to this report.

The Secretarial Compliance Report for the financial year ended 31st March 2019 inrelation to compliance of all applicable SEBI Regulations/circulars/ guidelines issuedthereunder pursuant to requirement of Regulation 24A of Listing Regulations is set out inAnnexure [F2] to this report. The Secretarial Compliance Report has beenvoluntarily disclosed as part of Annual Report as good disclosure practice.

The Secretarial Audit Report and/or Secretarial Compliance Report do not contain anyqualification reservation or adverse remark and is self-explanatory and thus does notrequire any further clarifications / comments except a suggestion to publish the FinancialResult which is published in Marathi Newspaper in Marathi language.

The Board of Directors further confirms that the Company has started complying withthe above mentioned suggestion w.e.f. 28th May 2019.

Audit Committee

The Audit Committee comprises of Mrs. Sheela Kamdar (Chairperson) Mrs. Meeta Sheth(Member) and Dr. Sharad Mehta (Member). The Board of Directors at their meeting held on28th May 2019 appointed Mrs. Meeta Sheth as a member of the Committee and Mr. Kishor R.Mehta ceased to be members of the Committee consequent to his ceasing to be a Director ofthe Company. Mrs. Riya Shah Company Secretary acts as Secretary to the Audit Committee.

All the recommendations made by the Audit Committee were accepted by the Board ofDirectors of the Company.

Compliance with Secretarial Standard

The Company has complied with Secretarial Standards issued by the Institute of CompanySecretaries of India on Meetings of the Board of Directors and General Meetings.

Extract of Annual Return

The extract of the Annual Return of the Company as on 31st March 2019 in Form MGT - 9in accordance with Section 134(3) and Section 92 (3) of the Act read with Companies(Management and Administration) Rules 2014 (including any statutory modification(s) orre-enactment thereof for the time being in force) is available on the website of theCompany at www.coralhousing.in and is set out in Annexure [G] to this Report.

Listing

The Equity Shares of the Company continue to remain listed on BSE Limited (Scrip Code:531556) and National Stock Exchange of India Limited (NSE) (Symbol: CORALFINAC). Theannual listing fees for the F.Y. 2018-19 has been paid to these Stock Exchanges.

Policy on Prevention of Sexual Harassment at Workplace

The Company has formulated a Policy on Prevention of Sexual Harassment at Workplace forprevention prohibition and redressal of sexual harassment at workplace in accordance withthe Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act2013 (hereinafter referred to as “Prevention of Sexual Harassment Act”). As theCompany have less than 10 nos. of employees the company is not required to constituteInternal Complaints Committee.

Further pursuant to amendments in Schedule V Part C of Listing Regulations theCompany is required to disclose the number of complaints filed and disposed during thefinancial year and pending as on end of the financial year. Considering the aboveamendments to be included in the existing policy the Board of Directors of the Companyhas approved and adopted revised ‘Policy on Protection of Women against SexualHarassment at Workplace' on 12th February 2019. The Company is committed to providing asafe and conducive work environment to all of its employees and associates.

Further the details / disclosure pertaining to number of complaints filed during theF.Y. 2018-19 disposed during the F.Y. 2018-19 and pending as on end of the financial yeari.e. 31st March 2019 forms part of the Corporate Governance Report.

Health Safety and Environment

The safety excellence journey is a continuing process of the Company. The safety of thepeople working for and on behalf of your Company visitors to the premises of the Companyand the communities we operate in is an integral part of business. Structured monitoring& review and a system of positive compliance reporting are in place. There is a strongfocus on safety with adequate thrust on employees' safety. The Company is implementingprograms to eliminate fatalities and injuries at work place.

Enhancing Shareholders Value

The Company accords top priority for creating and enhancing shareholders value. All theCompany's operations are guided and aligned towards maximizing shareholders value.

The Company has a duly established Stakeholders Relationship Committee (SRC). TheStakeholders Relationship Committee comprises of Mrs. Sheela Kamdar (Chairperson) Mrs.Meeta Sheth (Member) and Mr. Sharad Mehta (Member). The Board of Directors at theirmeeting held on 28th May 2019 appointed Mrs. Meeta Sheth as a member of the Committee andMr. Kishor R. Mehta ceased to be members of the Committee consequent to his ceasing to bea Director of the Company w.e.f. 28th May 2019. Mrs. Riya Shah Company Secretary acts asSecretary to the SRC Committee.

During the year under review the Company has adopted a revised StakeholdersRelationship Committee Policy in accordance with the amendments to Section 178 and otherapplicable provisions of the Act and Listing Regulations in its board meeting dated 12thFebruary 2019. The salient features of the Policy are set out in the Corporate GovernanceReport which forms part of this Annual Report.

Other Disclosures

a. Your Company has not issued Equity Shares with differential rights as to dividendvoting or otherwise;

b. Your Company does not have any ESOP scheme for its employees/Directors;

c. Your Company has not issued any sweat equity shares during the year;

d. Cost audit records are not required to be maintained by the Company;

e. During the year under review there was no delay in holding the Annual GeneralMeeting of the Company;

f. During the year under review as there was no offer made by way of Public IssueRights Issue and Preferential Issue etc so there was no deviation or variation in publicissue rights issue preferential issue etc. under Regulation 32(1) of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015.

Appreciation & Acknowledgement

The Board of Directors would like to express their sincere thanks to the Shareholders& Investors of the Company for the trust reposed on us over the past several years.Your Directors are highly grateful for all the guidance support assistance andco-operation received from the Banks Departments of Central Government & StateGovernments other Government Departments Members Esteemed Customers and Suppliersduring the year under review. Your Directors also wish to place on record their sincereappreciation for the dedicated efforts and consistent contribution made by all theemployees at all levels for their hard work solidarity cooperation and dedication duringthe year.

For Coral India Finance and Housing Limited By Order of the Board
Navin B. Doshi Meeta S. Sheth
Managing Director Additional Director
(DIN: 00232287) (DIN: 00278939)
Place: Mumbai
Date: 16th July 2019
Registered Office:
Dalamal House 4th Floor
Jamnalal Bajaj Marg Nariman Point
Mumbai 400 021

.