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Dhruv Estates Ltd.

BSE: 507886 Sector: Infrastructure
NSE: N.A. ISIN Code: INE780E01011
BSE 00:00 | 26 Sep 11.78 0
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11.78

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11.78

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NSE 05:30 | 01 Jan Dhruv Estates Ltd
OPEN 11.78
PREVIOUS CLOSE 11.78
VOLUME 200
52-Week high 12.40
52-Week low 10.25
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 11.78
CLOSE 11.78
VOLUME 200
52-Week high 12.40
52-Week low 10.25
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Dhruv Estates Ltd. (DHRUVESTATES) - Director Report

Company director report

To

The Members

The Directors present their 37th Annual Report on the business and operations of theCompany and the accounts for the Financial Year ended March 31 2021.

Financial summary:

Particulars 2020-21 Rs. 2019-2020 Rs.
Profit/(Loss) for the year before Depreciation (268407) (354716)
Less : Depreciation -

-

Profit/(Loss) for the year before taxation (268407) (354716)
Less: Provision for taxation - --
Profit/(Loss) after taxation (268407) (354716)
Add: Balance as per last B/S. 4938947 5293664
Profit/(Loss) available for appropriation 4670540 4938947
Balance carried to B/S 4670540 4938947

Company's working during the year:

The company has nothing new to report on the workings during the year. The situationhas stayed the same on the business activity which is virtually NIL as reported in thepast. The legal struggles continue for the land at Zanjaroli. As reported earlier theearlier owners of the land are in Appeal in the High Court Bombay and are alsocontesting the matter with the Revenue authorities at Palghar where the opponents in thesaid case had moved the offices of the Tahsildar for entering their names as half ownersof the said land. Further owing to the pandemic the advance of Rs. 5000000/- has beenreported as doubtful as the interest revenue therefrom had stopped (which in the past hadenabled the company to keep it afloat and comply with the BSE listing agreement) and norhas the principal sum been returned. The company is making every effort to recover theadvance made. The company has been unable to pay the listing fees and is unlikely to beable to pay in the future. Also the company has also not been able to comply with certainother listing requirements thus rendering the company liable to fines and penalties.

Dividend:

There being no business hence no income therefore no dividend.

Reserves:

Loss in the Statement of Profit and Loss account has been carried to Balance Sheet.

Directors and Key Managerial Personnel :

Ms. Anita Kanungo (DIN:: 05323368) Director retires by rotation at the forthcomingAnnual General Meeting and being eligible offers herself for reappointment.

Particulars of Employees:

There are no employees and therefore none of the employees of the Company were inreceipt of remuneration in excess of the limits mentioned in Rule 5 of Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014.

Meetings of the Board:

During the year 2020-21 Board Meetings were held on 27-08-20 08-09-20 22-10-2003-11-20 and20-01-21.

The intervening gap between the Meetings was within the period prescribed under theCompanies Act 2013.

Board Evaluation:

There being no business this year and annual evaluation of its own performancepursuant to the provisions of the Companies Act 2013 is brief.

The paid-up capital of the Company does not exceed Rs. 10 crores and also the net worthof the Company has never been Rs. 25 crores or more at any time in the history of theCompany Corporate Governance is not applicable to the Company.

Declaration by Independent Directors:

The Company has received declarations from the Independent Directors that they meet thecriteria of independence as provided in sub-section (6) of Section 149 of the CompaniesAct 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements)Regulations2015.

Remuneration Policy:

For the reasons stated earlier the requirement and formation of a recommendation ofthe Nomination & Remuneration Committee is at present redundant as there are noemployees and nor are any directors drawing any remuneration.

Auditors:

The Auditors' Report does not contain any qualifications.

The statutory Auditors M/s. Sujoy P Mehta & Associates Chartered AccountantsMumbai (Registration No. 138588W) have been re-appointed to hold office till theconclusion of the 38th Annual General Meeting.

Secretarial Audit Report:

In terms of Section 204 of the Act and Rules made there under M/s. A. UThakurdesai& Co. Practicing Company Secretaries were appointed as SecretarialAuditors of the Company to conduct audit for the year 2020-21. The report of theSecretarial Auditors is enclosed as Annexure II to this report.

The Company is unable to find a qualified Company Secretary due to lack of inclinationshown by candidates citing obvious reasons lack of incentive and job satisfaction owingto there being no business operations or any other operations in the company coupled withthe insufficient financial capacity of the company to pay according to theirqualifications. Further there being no business in the Company no one is willing to jointhe Board as Independent Director.

Internal Audit & Controls:

M/s Pankaj B. Mehta & Associates Chartered Accountants (Firm Reg no. 107342W) wereappointed as internal auditor of the company for the financial year 2020-21.

Vigil Mechanism:

There are no employees presently in the employment of the company and there are hardlyany business operations. In view of these circumstances there appears no need for a vigilmechanism. As and when the Company's business operations commence a Vigil Mechanism willbe established for directors and employees to report genuine concerns as required underSection 177(9) & (10) of the Companies Act 2013.

Risk management policy

The Company in the last two decades has not had any significant working/operationswhich is clearly evidenced in the financial statements. The management is consideringliquidating the land at Zanzaroli Palghar on as is where is basis.

Material changes and commitments affecting the financial position of the Company:

There were no material changes in the financial position of the Company which haveoccurred between the end of the financial year of the company to which the financialstatements relate and the date of the report.

Details of adequacy of internal financial controls with reference to the FinancialStatements:

The Company has internal financial controls which are adequate for ensuring the orderlyand efficient conduct of the business including adherence to the Company's policies thesafeguarding of assets the prevention and detection of frauds and errors the accuracyand completeness of accounting records and timely preparation of reliable financialinformation.

Deposits:

During the year under review the Company has not accepted any deposits.

Particulars of loans guarantees or investments:

During the year under review the Company has neither made any loans or investments norgiven any guarantees given under the provisions of Section 186 of Companies Act 2013.

Particulars of contracts or arrangements with related parties:

There are no contracts or arrangements entered into with related parties referred to inSection 188(1) of Companies Act 2013.

Disclosure Under The Sexual Harassment Of Women At Workplace (Prevention ProhibitionAnd Redressal) Act 2013:

Since the Company is not having any employees and no women employee on its payroll ason date the Company has not framed any policy for prevention of Sexual Harassment ofWomen at Workplace.

Conservation of energy technology absorption and foreign exchange earnings and outgo:

a) The disclosure pursuant to Section 134 (3) (m) of the Companies Act 2013 read withthe Rule 8 of The Companies (Accounts) Rules 2014 in terms of Conservation of Energy andTechnology Absorption is not required to be given considering the nature of Company'sbusiness.

b) Foreign Exchange Earnings and Expenditure: NIL Human Resources:

The Company has no employees since 1st July 2015.

Directors' Responsibility Statement:

The Board of Directors confirms that:

In the preparation of the annual accounts the applicable accounting standards had beenfollowed along with proper explanation relating to material departures;

the directors had selected such accounting policies and applied them consistently andmade judgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the company at the end of the financial year and of theloss of the company for that period;

The directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

The directors had prepared the annual accounts on a going concern basis; and

The directors had laid down internal financial controls to be followed by the companyand that such internal financia controls are adequate and were operating effectively.

The directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and tha such systems were adequate and operating effectively.

Disclosure under Section 164;

None of the Directors of your company are disqualified from being appointed asDirectors specified under Section 16' of Companies Act 2013.

Transfer of Amounts to Investor Education and Protection Fund:

Your Company did not have any funds lying unpaid or unclaimed for a period of sevenyears. Therefore there were ni funds which were required to be transferred to InvestorEducation and Protection Fund (IEPF).

Listing with Stock Exchanges:

The Company has not paid the Annual Listing Fees for the year 2020-2021 to BSE Limitedwhere the Company's Shares are listed.

Acknowledgements:

The Board place on record its appreciation for the support and co-operation yourCompany has received.

For and on behalf of the Board of Directors
-sd-
Sanjay Kanungo
Place : Mumbai Managing Director
Date:25-10-2021 (DIN: 00568508)

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