The Board of Directors has pleasure in submitting the Annual Report together withAudited Financial Statements for the year ended 31st March 2018
FINANCIAL RESULTS FOR THE YEAR IS AS UNDER:
| ||Year ended 31.03.2018 ||Year ended 31.03.2017 |
|. Profit beforeTax ||4190496 ||4571706 |
|Tax Expense: ||-- || |
|(1) Current Tax ||915000 ||800000 |
|(2) Deferred Tax ||(23923) ||(20799) |
|(3) Earlier Years ||191173 ||(15919) |
|Profit for the period ||3108246 ||3808424 |
|Earning per Equity Share: || || |
|(1) Basic ||0.62 ||0.76 |
|(2) Diluted ||0.62 ||0.76 |
The net profit for the year Rs 3108246/- has been decreased by 18.38%. Income tax forthe current year Rs 915000 has been increased by 14.37%.
Indian Accounting Standards
The Ministry of Corporate Affairs (MCA) published in the Official Gazette notifiedIndian Accounting Standards (Ind AS) which are applicable to the company w.e.f April012017 with the transition date April 012016. Accordingly the Financial Statements havebeen prepared in compliance with Ind AS and the Comparative information of the previousyears has been provided as per the prescribed requirements.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Management Discussion and Analysis as required by the Securities and Exchange Boardof India (Listing obligations and Disclosure Requirements) Regulations 2015 (ListingRegulations) is incorporated herein by reference and forms an integral part of thisreport.
The Board of Directors has decided to retain profits for future development. Hence theDirectors do not recommend any dividend for the year under review.
The board has not proposed any amount to be carried to reserves.
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:
A report of Corporate Governance is included as a part of this Annual Report.Certificate from the Statutory Auditors of the company M/s T C Mahawar& Co CharteredAccountant confirming the compliance with the conditions of Corporate Governance inaccordance with Listing Regulations are given separately in this Annual report
LISTING WITH STOCK EXCHANGES:
The Company confirms that it has paid the Annual Listing Fees for the year 2018-19 toBSE and CSE where the Companys Shares are listed.
DEMATERIALISATION OF SHARES:
85.46% of the companys paid up equity share Capital is in dematerialized form ason 31st March 2018 and balance 14.54% is in physical form. The CompanysRegistrars are M/s MaheshwariDatamatics Private Ltd. having their office at 23R NMukherjee Road 5th Floor Kolkata-700001. Your Directors feel that it is theirresponsibility for good governance and better service to the shareholders to disseminaterelevant information that relates to shareholders interest. Accordingly the membersare intimated that SEBI vide its notification no.
SEBI/LAD/-NRO/GN/2018/24 dated 08/06/2018 has mandated that no transfer of shares shallbe given effect by any limited company with effect from 05/12/2018 if the shares are heldin physical mode. However physical shares will be allowed for transmission andtransposition of name as the case may be. The shareholders are therefore requested totake necessary steps to convert their shareholding in the company from the physical modeto electronic mode through dematerialisation.
Number of Board Meetings
The Board of Director duly met 7(Seven) times during the financial year from 1stApril 2017 to 31st March 2018 The dates on which the meetings were held are asfollows. 11th May 2017 30th May 2017 26th July 2017 11thAugust 2017 13th November 2017 12th February 2018 and 25thMarch 2018
DIRECTORS: a) Changes in Directors and Key Management Personnel
There is no change in list of Directors and Key Management Personnel
Mr. Ajit Kochar (DIN.- 00933365) and Mrs.Vasudha Chhajer ( DIN.- 05102531) retire byrotation and being eligible offers themselves for reappointment. The present term ofappointment of Mr. Jitendra Kochar as the Managing Director is valid upto 27th April2018. The Board has subject to the approval of the Members in the forthcoming AGMapproved the re-appointment of Mr. Jitendra Kochar as Managing Director for another periodof three years w.e.f. 28th April 2018. b) Declaration by IndependentDirectors and re-appointment if any
All Independent Directors of Daulat Securities Limited do hereby declare that they havemet the criteria of as provided in sub- section 6 of Section 149 of the Companies Act2013. they hold the office for a term of five years and are eligible for reappointment fornext five years on passing of special resolution by the company. c) Formal AnnualEvaluation
Pursuant to the provisions of Companys Act 2013 the board has carried out anannual performance evaluation of its own performance the directors individually as wellas evaluation of working of its Audit Nomination and Remuneration and ComplianceCommittees. Performance evaluation has been carried out as per nomination and remunerationpolicy
DIRECTORS RESPONSIBILITY STATEMENT:
Yours directors confirm that:
i) In the preparation of the annual accounts for the financial year ended 31stMarch 2018 the applicable accounting standards have been followed along with the properexplanation relating to material departures;
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 the end of the financial year 31stMarch 2018 and of the Profit of the Company for that 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 2018 on a going concern basis.
v) The Board has laid down internal financial controls to be followed by the companyand that such internal financial controls are adequate and are operating effectively.
vi) The Directors have devised proper system to ensure compliance with the provisionsof all applicable laws and that such systems are adequate & operating effectively.
CONSERVATION OF ENERGY TECHNOLOGYABSORPTION 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. TECHNOLOGYABSORPTION :Not applicable in view of the nature of activitiescarried on by the Company. C. EXCHANGE EARNING AND OUTGO :Foreign exchange earningsand outgo-NIL
DEPOSIT:The Company has not accepted any deposits from public.
Auditors observations are suitably explained in notes to the Accounts and areself explanatory
M/s T C MAHAWAR & CO. Chartered Accountants (Firm registration number 322294E)resigned as statutory auditor of the company from 31-07-2018. A letter has been receivedfrom the auditor expressing their unwillingness to continue as statutory auditor of thecompany. In their place M/s P.D.Randar & Co. Chartered Accountants (Firmregistration number 319295E) have approached the board of directors expressing theirconsent to act as a statutory auditor of the company for doing the statutory audit underCompanies Act 2013 and other applicable laws. M/s. P.D.Randar & Co. CharteredAccountants (Firm Registration No- 319295E) be and are hereby appointed as StatutoryAuditors of the Company to fill the casual vacancy caused by the resignation of M/s. T CMahawar& Co Chartered Accountants". The board seeks approval from shareholderregarding the appointment of
M/s. P.D.Randar & Co. Chartered Accountants (Firm Registration No- 319295E) andauthorized board of directors to fix the remuneration.
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.
SHARE CAPITAL: a) Issue of equity Shares with Differential rights
The Company has not issued any equity shares with differential rights as per detailsprovided in rule 4 of Companies (Share Capital & Debentures) Rules 2014.
b) Issue of Sweat Equity Shares
The Company has not issued any Sweat equity shares as per details provided in rule8(13) of Companies (Share Capital & Debentures) Rules 2014.
c) Issue of Employees Stock Options
The Company has not issued any Employee Stock Option as per details provided in rule12(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 shares either from employees or by trustees forthe 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
The Company has adequate internal financial control procedures commensurate with itssize and nature of business. The company has already carried out an audit on internalfinancial control by the third party. The statutory auditor has also commented on theinternal financial control on financial reporting in their report
RELATED PARTY TRANSACTION:
Related party transactions that were entered during the financial year were on anarms length basis and were in the ordinary course of business. There was nomaterially significant related party transaction with the Companys PromotersDirectors Management or their relatives which could have had a potential conflict withthe interests of the Company. Transactions with related parties entered by the Company inthe normal course of business activity. Detail of related party transaction providedseparately in notes to accounts. The Board of Directors of the company has on therecommendation of the Audit Committee adopted a policy to regulate transaction betweenthe Company and its Related Parties in compliance with the applicable provisions of theCompanies Act 2013 the Rules there under and the Listing Agreement. This Policy wasconsidered and approved by the Board
Jitendra Kochar Managing Director Remuneration paid Rs.300000/-(Last YearRs.300000/-)
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 and SEBI Stock Exchange Employees & Depository and Shareholders/ Investors fortheir valuable contribution towards the progress of the Company.
|Registered Office || |
|86 Canning Street ||For and on behalf of the Board |
|Kolkata 700001 || |
|Dated: 10/08/2018 ||JITENDRA KOCHAR |
|Place: Kolkata ||Managing Director |