TO THE SHAREHOLDERS
The Board of Directors have pleasure to submit the report and audited Balance SheetStatement of Profit and Loss of the Company and Cash Flow Statement for the year ended 31stMarch 2017.
FINANCIAL RESULTS FOR THE YEAR IS AS UNDER:
| ||31.03.2017 ||31.03.2016 |
|. Profit before tax ||4571706 ||3009825 |
|Tax Expense: || || |
|(1) Current tax ||800000 ||415000 |
|(2) Deferred tax ||20799 ||11942 |
|(3) Earlier Years ||15919 ||13631 |
|Profit for the period ||3808424 ||2620398 |
|Earning per equity share: || || |
|(1) Basic ||0.76 ||0.52 |
|(2) Diluted ||0.76 ||0.52 |
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
As required under Clause 49 of the Listing Agreement with Stock Exchanges theManagement Discussion and Analysis Report is enclosed in page number 12 as a part of thisreport
The Board of Directors have decided to retain profits for future development. Hence theDirectors do not recommend any dividend for the year under review.
The Board of Directors do not propose any amount to be transferred to reserve.
CHANGE IN NATURE OF BUSINESS:
There is no change in the nature of the business of the Company during the year ascompared to previous year.
.CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:
Your Company has taken adequate steps to adhere to all the stipulations laid down inClause 49 of the Listing Agreement. A report of Corporate Governance is included as a partof this Annual Report. Certificate from the Statutory Auditors of the company M/s Bahety& Goenka Chartered Accountant confirming the compliance with the conditions ofCorporate Governance as stipulated under Clause 49 of the Listing Agreement is included asa part of this report
LISTING WITH STOCK EXCHANGES:
The Company confirms that it has paid uptodate Listing Fees to BSE Ltd. and CSE Ltd.where the Company's Shares are listed.
DEMATERIALISATION OF SHARES:
85.31% of the company's paid up equity share Capital is in dematerialized form as on 31stMarch 2017 and balance 14.69% is in physical form.
Number of Board Meetings
The details of the number of Board Meetings and Audit Committee Meetings of yourcompany are set out in the Corporate Governance Report which forms part of this report.
a) Changes in Directors and Key Management Personnel
There is no change in list of Directors and Key Management Personnel
Mr Ajit Kochar (DIN No.- 00933365) and Mrs.Vasudha Chhajer( DIN No.- 05102531) retireby rotation and being eligible offers themselves for reappointment.
b) Declaration by Independent Directors and re-appointment if any
All Independent Directors of Daulat Securities Limited do hereby declare that they havemet the criteria as provided in sub- section 6 of Section 149 of the Companies Act 2013.they hold the office for a term of five years and are eligible for re-appointment for nextfive years on passing of required resolution by the company.
c) Formal Annual Evaluation
Pursuant to the provisions of companies act 2013 and clause 49 of listing agreementthe board has carried out an annual performance evaluation of its own performance thedirectors individually as well as evaluation of working of its Audit Nomination andRemuneration and Compliance Committees. Performance evaluation has been carried out as pernomination and remuneration policy
DIRECTORS' RESPONSIBILITY STATEMENT:
Yours director state that:
i) In the preparation of the annual accounts for the financial year ended 31stMarch 2017 the applicable accounting standards read with requirements set out underSchedule-III to the act have been followed and there are no material departures from thesame.
ii) 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 2017 and ofthe Profit of the Company for said period.
iii) The Directors have taken proper and sufficient care for the maintenance ofadequate Accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities
iv) The Directors have prepared the annual accounts for the financial year ended 31stMarch 2017 on a going concern basis.
v) The Directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and are operatingeffectively.
vi) The Directors have devised proper system to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:
A. CONSERVATION OF ENERGY: The operations of your Company are notenergy-intensive. However adequate measures have been initiated for conservation ofenergy
B. TECHNOLOGY ABSORPTION: Not applicable in view of the nature of activitiescarried on by the Company.
C. FOREIGN EXCHANGE EARNING AND OUTGO: Foreign exchange earnings and outgo-NIL
DEPOSIT: The Company has not accepted any deposits from public.
Auditors' observations are suitably explained in notes to the Accounts and are selfexplanatory
The Companies Act. 2013 (the Act) was notified effective April 12014 Section 139 ofthe Act lays down the criteria for appointment and mandatory rotation of statutoryauditors. Pursuant to Section 139 of the Act and the Rules made thereunder it ismandatory to rotate the statutory auditors on completion of two terms of five consecutiveyears. The rules also lay down the transitional period that can be served by the existingauditors depending on the number of consecutive years for which an audit firm has beenfunctioning as auditor in the same company. The incumbent auditors M\S Bahety &Goenka Chartered Accountants (Firm registration number : 317111E) have served the companyfor over 10 years before the Act was notified and will be completing the maximum number oftransitional period (three years ) at the ensuing 24th AGM
The Audit Committee of the company has proposed and on June 26 2017 the Board hasrecommended the appointment of T C MAHAWAR & CO. Chartered Accountants (Firmregistration number 322294E) as the Statutory Auditors of the Company. T C MAHAWAR &CO. will hold office for a period of five consecutive year from the conclusion of the 24thAnnual General Meeting of the Company till the conclusion of the 29th AnnualGeneral Meeting to be held in 2022. The first year of audit will be of the financialstatements for the year ending March 31 2018. which include the audit of the quarterlyfinancial statements for the year.
According to the provision of section 204 of the Companies Act.2013 read with Rule 9 ofthe Companies(appointment and Remuneration of Managerial Personnel ) Rules2014 theSecretarial Audit Report submitted by Company Secretary in Practice in enclosed as a partof this report Annexure-A.
a) Issue of equity Shares with Differential Rights : The Company has not issued anyequity shares with differential rights as per details provided in rule 4 of Companies(Share Capital & Debentures) Rules 2014.
b) Issue of Sweat Equity Shares: The Company has not issued any Sweat equity sharesas per details provided in rule 8(13) of Companies (Share Capital & Debentures) Rules2014.
c) Issue of Employees Stock Options : The Company has not issued any Employee StockOption as per details provided in rule 12(9) of Companies (Share Capital &Debentures) Rules 2014.
d) Provision of money by company for purchase of its own shares by employees or bytrustees for the benefit of employees: The Company has not purchased its own shareseither from employees or by trustees for the benefit of employees.
EXTRACT OF ANNUAL RETURN:
Extract of Annual return is formed part of this report is annexed as MGT-9 inAnnexure-B
CORPORATE SOCIAL RESPONSIBILITY (CSR):
The disclosure as per rule 9 of companies (Corporate Social Responsibility policy)Rules 2014 will not be applicable as this company does not fall within the ambit of thissection.
The board has adopted the Whistle blower policy. The policy has provided a mechanismfor directors employees and other person dealing with the company to report to thechairman of the Audit Committee any instance of unethical behavior actual or suspectedfraud or violation of code of conduct of the company.
PARTICULARS OF LOAN GURANTEES OR INVESTMENTS:
Detail of Loans and Investments covered under the provisions of Section 186 of theCompanies Act 2013 are given in the notes to the Financial Statements.
INTERNAL FINANCIAL CONTROL
Your Company has adequate internal control system in place commensurate with the sizescale and Complexity of the operation. The company has already carried out an audit oninternal financial control by the third party. The statutory auditor has also commented onthe internal financial control on financial reporting in their report
RELATED PARTY TRANSACTION:
Related party transactions that were entered during the financial year were on an arm'slength basis and were in the ordinary course of business. There were no materiallysignificant related party transaction with the Company's Promoters Directors Managementor their relatives which could have had a potential conflict with the interests of theCompany. Transactions with related parties entered by the Company in the normal course ofbusiness activity. Detail of related party transaction provided separately in notes toaccounts.
The Board of Directors of the company has on the recommendation of the AuditCommittee adopted a policy to regulate transaction between the Company and its RelatedParties in compliance with the applicable provisions of the Companies Act 2013 the Rulesthere under and the Listing Agreement. This Policy was considered and approved by theBoard
Jitendra Kochar Managing Director Remuneration Paid Rs 300000/- (Last Year Rs300000/-)
RISK MANAGEMENT POLICY:
The Company has been addressing various risks impacting the company and the policy ofthe Company on risk management is provided in Management Discussion and Analysis
The Board expresses its deep gratitude and thanks to the Clients Bankers Associatedstaff SEBI Stock Exchange Employees & Depository and Shareholders/ Investors fortheir valuable contribution towards the progress of the Company.
|Registered Office || || |
|86 Canning Street Kolkata - 700001 ||For and on behalf of the Board |
|Dated: 26-07-2017 ||JITENDRA KOCHAR ||AJIT KOCHAR |
|Place: Kolkata ||Managing Director ||Director |