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Coral India Finance & Housing Ltd.

BSE: 531556 Sector: Financials
NSE: CORALFINAC ISIN Code: INE558D01021
BSE 13:07 | 24 Apr 18.95 2.15
(12.80%)
OPEN

16.30

HIGH

18.95

LOW

16.30

NSE 13:11 | 24 Apr 17.05 0.35
(2.10%)
OPEN

17.30

HIGH

17.30

LOW

16.50

OPEN 16.30
PREVIOUS CLOSE 16.80
VOLUME 2
52-Week high 37.35
52-Week low 13.10
P/E 11.15
Mkt Cap.(Rs cr) 95
Buy Price 16.50
Buy Qty 21.00
Sell Price 17.75
Sell Qty 1000.00
OPEN 16.30
CLOSE 16.80
VOLUME 2
52-Week high 37.35
52-Week low 13.10
P/E 11.15
Mkt Cap.(Rs cr) 95
Buy Price 16.50
Buy Qty 21.00
Sell Price 17.75
Sell Qty 1000.00

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

Company director report

Dear Member(s)

Your Directors have pleasure in presenting the 24th Annual Report together with theAudited Financial Statement for the year ended 31stMarch 2018.

The company has adopted IND AS for the rst time for its financial statements for theyear ended 31st March 2018. For all period upto and including the year ended 31st March2017 the Company prepared its financial statements in accordance with the accountingstandards notified under the section 133 of the Companies Act 2013 read together with theCompanies (Indian Accounting Standards) Rules 2015 used for its statutory reportingrequirement in India immediately before adopting IND AS. The financial statements for theyear ended 31st March 2017 and the opening Balance Sheet as at 1st April 2016 have beenrestated in accordance with Ind AS for comparative information.

FINANCIAL RESULTS:

The performance during the period ended 31stMarch 2018 has been as under:

(Rupees in Lacs)

Particulars 2017-18 2016-17
Income 2298.39 1355.63
Expenditure 600.95 349.23
Earnings before Tax 1697.44 1006.40
Provision for Tax 350.00 197.37
Provision for Deferred Tax (1.27) (2.34)
Less: Income Tax Adjustments of earlier years - -
Earnings after Tax 1348.71 811.37
Other Comprehensive Income (net of tax) (1441.14) 6044.60
Total Comprehensive Income (92.43) 6855.97
Add: IND-AS Adjustment - 44.16
Add: Balance Brought forward 13495.81 6715.75
Less: Proposed Dividend Tax on Dividend - 120.07
Balance carried forward to Balance Sheet 13403.38 13495.81

DIVIDEND:

Your Directors are pleased to recommend dividend for the financial year 2017-18 on theEquity Shares of the Company of face value of Rs.2.00/- each at the rate of 10% (i.e. 20paisa per equity share of the Company).

PERFORMANCE:

During the year under review the company posted Revenue of Rs.2298.39 Lacs as comparedto previous year Rs.1355.63 Lacs. However the earnings after tax stood at Rs. 1348.71Lacs compared to Rs. 811.37 Lacs during the previous year.

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 enclosed as a part of this report.

DISCLOSURE IN COMPLIANCE WITH THE ACCOUNTING STANDARD ON “RELATED PARTYDISCLOSURES:

As required under Regulation 34 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 with Stock Exchanges the disclosure in compliance withthe accounting standard on “related party disclosures are enclosed as a part of thisreport.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

Your Company has taken adequate steps to adhere to all the stipulations laid down inRegulation 34(3) read with Schedule V of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015. A report on Corporate Governance is included as a part ofthis Annual Report. Certi cate from the M/s. Uma Lodha& Co. Practicing CompanySecretaries con rming the compliance with the conditions of Corporate Governance asstipulated under (SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015is included as a part of this report.

The Company is regularly complying with Corporate Governance practices and alsouploading the information under Corporate Filing & Dissemination System (corp ling).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.

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange (BSE)and National Stock Exchange (NSE). The scrip code number of the Equity shares of theCompany on BSE is 531556 and CORALFINAC on NSE. The Company con rms that it has paid theAnnual Listing Fees for the year 2017-2018 to BSE and NSE where the Company's Shares arelisted.

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company hassigned the tripartite agreement with National Securities Depository Limited and CentralDepository Services (India) Limited and existing Registrar & Transfer Agent fordematerialization of existing holding of the shareholders.

The International Securities Identi cation Number allotted to the Company isINE558D01021 (The ISIN number has been changed from INE558D01013 to INE558D01021 pursuantto Sub-Division of Equity Shares dated 04.08.2017). The equity shares of the Company arelisted at Bombay Stock Exchange Limited and National Stock Exchange.

96.95% of the Company's paid up Equity Share Capital is in dematerialized form as on31st March 2018 and balance 3.05 % is in physical form. The Company's Registrars are LinkIntime India Private Limited C-101 247 Park L.B. S Marg Vikhroli (West) Mumbai - 400083.

PUBLIC DEPOSIT:

Your Company has neither accepted nor renewed any deposit within the meaning of Section73 and other applicable provisions if any of the Companies Act 2013 and the necessaryrules made there under during the year ended 31st March 2018.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

The particulars of loans guarantees and investment have been disclosed in the notes tothe financial statements.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System commensurate with the size scale andcomplexity of its operations and the nature of its business for the purchase ofinventories xed assets and for the sale of goods. There is no continuing failure tocorrect major weaknesses in internal control system.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The Company is committed to good Corporate Citizenship. As a part of its corporatesocial responsibility the Company continues to undertake a range of activities includingpreventive healthcare. The CSR policy of the Company is placed on the website of thewww.coralhousing.in/investors.

During the year under review the Company was supposed to spent Rs. 2062300/- on itsvarious CSR activities whereas the Company has spent Rs.2886225/- during the year underreview.

In accordance with the provisions of Section 135 of the Companies Act 2013 anabstract on Company's CSR activities is furnished as Annexure E to this report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

(A) Conservation of energy:

Considering the nature of business activities carried out by the Company yourDirectors have nothing to report with regard to conservation of energy as required underthe Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988.

(B) Technology absorption:

The management keeps itself abreast of the technological advancements in the industryand has adopted the state of the art transaction billing and accounting systems and alsorisk management solutions.

(C) Foreign exchange earnings and Outgo: a) The foreign exchange earnings Nil (previousyear Nil). b) The foreign exchange expenditure Nil (previous year Nil).

STATE OF AFFAIRS:

During the year under review your Company enjoyed cordial relationship with workersand employees at all levels.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

(i) Changes in Directors and Key Managerial Personnel (KMP):

(a) At the Board meeting held on 05th June 2017 your Company has appointed Mr. KishorR. Mehta as an Additional Director (Appointed as a Director in the Annual General Meetingheld on 14th September 2017) Chief Financial Of cer (CFO) and Key Management Personnel(KMP).

(b) At the Board meeting held on 25th July 2017 your Company has appointed Mrs. RiyaShah as a Company Secretary (CS) Compliance Of cer and Key Management Personnel (KMP) ofthe Company.

Events occurred between the end of the financial year of the Company and date of thisreport:

There are no material changes or commitments occurring after 31st March 2018 whichmay affect the financial position of the company or may require disclosure.

DECLARATION OF INDEPENDENCE:

Your Company has received declarations from all the Independent Directors con rmingthat they meet the criteria of independence as prescribed under the provisions ofCompanies Act 2013.

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performanceBoard committees and individual Directors pursuant to the provisions of the Act and as perRegulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.

The performance of the Board was evaluated by the Board after seeking inputs from allthe Directors on the basis of the criteria such as the Board composition and structureeffectiveness of board processes information and functioning etc.

The performance of the committees was evaluated by the board after seeking inputs fromthe committee members on the basis of the criteria such as the composition of committeeseffectiveness of committee meetings etc.

The Board and the Nomination and Remuneration Committee (“NRC”) reviewed theperformance of the individual Directors on the basis of the criteria such as thecontribution of the Individual Director to the Board and committee meetings likepreparedness on the issues to be discussed meaningful and constructive contribution andinputs in meetings etc.

In a separate meeting of independent Directors performance of non-independentDirectors performance of the board as a whole and performance of the Chairman wasevaluated taking into account the views of Executive Directors and non-ExecutiveDirectors. The same was discussed in the board meeting that followed the meeting of theindependent Directors at which the performance of the Board its committees andindividual Directors was also discussed.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your company has an effective internal control and risk mitigation system which areconstantly assessed and strengthened with new/revised standard operating procedures. TheCompany's internal control system is commensurate with its size scale and complexities ofits operations. The internal and operational audit is entrusted to Mr. Arvind Rajput. Themain thrust of internal audit is to test and review controls appraisal of risks andbusiness processes besides benchmarking controls with best practices in the industry.

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 Statutory Auditors and the BusinessHeads are periodically apprised of the internal audit ndings and corrective actions taken.Audit plays a key role in providing assurance to the Board of Directors. Signi cant 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.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS KEY MANAGERIAL PERSONNEL ANDPARTICULARS OF EMPLOYEES:

The information required under Section 197 of the Companies Act 2013 read withCompanies Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect ofDirectors/ employees of your Company is set out in “Annexure [C]” to thisReport.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act 2013 Directors of your Companyhereby state and con rm that

(a) In the preparation of the Annual Accounts for the year ended 31st March 2018 theapplicable accounting standards had been followed along with proper explanation relatingto material departures if any .The Company has adopted Ind-AS w.e.f 01st April 2017 andthe financial statements has been prepared in accordance with the Ind-AS as prescribedunder section 133 of the Companies Act 2013 read with the Companies (Indian AccountingStandard) Rules 2015.

(b) The Directors had 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 pro t and loss of the company for that period;

(c) The Directors had taken proper and suf cient 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 had prepared the Annual Accounts on a going concern basis; and

(e) The Directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

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

COMMITTEES:

(I) Audit Committee:

The Board has constituted a well-qualified Audit Committee with majority of them areIndependent Directors including Chairman. They possess sound knowledge on accounts auditnance taxation internal controls etc. Mrs. Sheela Kamdar Director acts as Chairpersonto the Audit Committee.

(a) (i) The Composition of Audit Committee comprises the following:

Sr. No. Name of the Director Designation in Committee Nature of Directorship
1. Mrs. Sheela Kamdar Chairperson Non-Executive-Independent
2. Dr. Sharad R. Mehta Member Non-Executive-Independent
3. Mr. Kishor Mehta Member Non-Executive-Non-Independent

(ii) Nomination and Remuneration Committee:

The Composition of Nomination and Remuneration Committee comprises the following:

Sr. No. Name of the Director Designation in Committee Nature of Directorship
1. Mrs. Sheela Kamdar Chairperson Non-Executive-Independent
2. Dr. Sharad R. Mehta Member Non-Executive-Independent
3. Mr. Kishor Mehta Member Non-Executive-Non-Independent

(iii) Stakeholders Relationship Committee:

The Composition of Stakeholders Relationship Committee comprises the following:

Sr. No. Name of the Director Designation in Committee Nature of Directorship
1. Mrs. Sheela Kamdar Chairperson Non-Executive-Independent
2. Dr. Sharad R. Mehta Member Non-Executive-Independent
3. Mr. Kishor Mehta Member Non-Executive-Non-Independent

(iv) Corporate Social Responsibility Committee

The Composition of Corporate Social Responsibility Committee comprises thefollowing:

Sr. No. Name of the Director Designation in Committee Nature of Directorship
1. Mrs. Sheela Kamdar Chairperson Non-Executive-Independent
2. Dr. Sharad R. Mehta Member Non-Executive-Independent
3. Mr. Kishor Mehta Member Non-Executive-Non-Independent