Your Directors are pleased to present the Annual Report along with theAudited Financial Statements of your Company for the financial year ended on 31stMarch 2021.
1. FINANCIAL RESULTS:
The summarised financial highlight is depicted below:
Rs In Lakhs
|Particulars ||Consolidated ||Standalone |
| ||2020-21 ||2019-20 ||2020-21 ||2019-20 |
|Revenue from Operations ||26501.49 ||15627.65 ||19828.56 ||8738.36 |
|Other Income ||2034.36 ||147.05 ||4941.51 ||3495.06 |
|Total Income ||28535.85 ||15774.70 ||24770.07 ||12233.41 |
|Expenses: || || || || |
|Operating expenses ||5836.13 ||4002.24 ||3645.43 ||2130.59 |
|Depreciation and Amortization Expenses ||28.81 ||1.75 ||28.81 ||1.75 |
|Total expenses ||5864.93 ||4003.99 ||3674.24 ||2132.34 |
|Profit before Finance cost and tax ||22670.91 ||11770.71 ||21095.84 ||10101.07 |
|Finance Costs ||2536.58 ||1619.75 ||2531.19 ||1582.25 |
|Profit before tax ||20134.34 ||10150.97 ||18564.65 ||8518.83 |
|Tax Expense ||5434.02 ||3016.87 ||3893.53 ||1414.24 |
|Profit for the year ||14700.31 ||7134.09 ||14671.12 ||7104.58 |
|Attributable to: || || || || |
|Owners of the Company ||14671.12 ||7104.58 ||14671.12 ||7104.58 |
|Non- controlling interest ||29.20 ||29.51 ||NA ||NA |
|Earnings Per Share (in Rs) || || || || |
|Basic ||8.35 ||4.05 ||8.34 ||4.04 |
|Diluted ||8.35 ||4.05 ||8.34 ||4.04 |
2. COMPANY PERFORMANCE:
During the year the Company Revenue from operations on standalone basisfor FY 2020-21 is Rs 19828.56 Lakhs compared to Rs 8738.36 Lakhs in the previous year.Net Profit After Tax on standalone basis for the current year is Rs 14671.12 Lakhs asagainst Rs7104.58 Lakhs earned in the previous year.
On consolidated basis revenue from operations for the current yearstands at Rs26501.49 Lakhs compared to Rs 15627.65 Lakhs in the previous year and Netprofit attributable to the share holders of the company for the current year isRs14700.31 Lakhs as against Rs 7134.09 Lakhs earned in the previous year.
During the year Company paid to its shareholder interim dividend of Rs0.15/- per Equity shares of FV Rs1/- each in the month of September 2020. Board has notdeclared any other dividend except aforesaid interim dividend.
4. SHARE CAPITAL:
The paid up equity share capital as on March 31 2021 was Rs 1760.00lakhs. During the year under review the Company has neither issued shares withdifferential voting rights nor granted stock options /sweat equity.
5. TRANSFER TO RESERVES:
The closing balance of the retained earnings of the Company for FY2021 after all appropriation and adjustments was Rs 33525.18 Lakhs.
During the year under review your Company has not accepted any depositwithin the meaning of Sections 73 and 74 of the Companies Act 2013 read with theCompanies (Acceptance of Deposits) Rules 2014 (including any statutory modification(s) orre-enactment(s) for the time being in force).
7. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:
Details of Loans guarantees and investments covered under theprovisions of Section 186 of the Companies Act 2013 as may be applicable have beendisclosed in the financial statements.
8. RELATED PARTY TRANSACTIONS:
All the related party transactions entered into during the financialyear were on an arm's length basis and were in the ordinary course of business. YourCompany had not entered into any transactions with related parties which could beconsidered material in terms of Section 188 of the Companies Act 2013. Accordingly thedisclosure of related party transactions as required under Section 134(3)(h) of the Act inForm AOC 2 is not applicable.
During the year under review your Company has entered intotransactions with related party which are material as per Regulation 23 of the SEBIListing Regulations and the details of the said transactions are provided in the Annexureto Notice of the Annual General Meeting.
The policy governing the related party transactions has been adopted bythe Company and is placed on the Company's website (www.dolatinvest.com).
9. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES:
During the year under review Company has not incorporated anysubsidiary Joint venture or Associate Companies. A statement containing the salientfeatures of financial statements of subsidiary(ies) companies of the Company in theprescribed Form AOC - 1 forms a part of Financial Statements in compliance with Section129 (3) and other applicable provisions if any of the Act read with Rules.
The Company's Policy for determining material subsidiaries may beaccessed on the website of the Company at (www.dolatinvest.com).
10. CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the provisions of the Act Regulation 33 of theSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 (hereinafter referred to as "Listing Regulations") andapplicable Accounting Standards the Audited Consolidated Financial Statements of theCompany for the financial year 2020-21 together with the Auditors' Report form partof this Annual Report.
In accordance with Section 136 of the Act the audited financialstatements including the Consolidated Financial Statements and related information of theCompany and the financial statements of the subsidiary are available on our website(www.dolatinvest.com).
11. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:
During the financial year 2020-21 8 (Eight) meetings of the Board ofDirectors were held. For details of the meetings of the board please refer to thecorporate governance report which forms part of this report.
12. DIRECTORS AND KEY MANAGERIAL PERSONNEL :
Mr. Pankaj D. Shah retires by rotation and being eligible offershimself for re-appointment. A resolution seeking shareholders' approval for hisre-appointment forms part of the Notice.
Pursuant to the provisions of Section 149 of the Act the IndependentDirectors have submitted declarations that each of them meet the criteria of independenceas provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation16(1)(b) of the SEBI Listing Regulations. In terms of Regulation 25(8) of SEBI ListingRegulations there has been no change in the circumstances affecting their status asIndependent Directors of the Company.
During the year under review the non-executive directors of theCompany had no pecuniary relationship or transactions with the Company other than sittingfees commission if any and reimbursement of expenses incurred by them for the purpose ofattending meetings of the Board /Committee of the Company.
There were no changes in the Key Managerial Personnel of the Companyduring the financial year 2020-21.
13. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134(5) of the Act the Board of Directors to thebest of its knowledge and ability confirm that:
a) in the preparation of the annual accounts the applicable accountingstandards have been followed and there are no material departures;
b) they have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company as at the end of theFinancial year and of the profit of the Company for that period;
c) they have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;
d) they have prepared the annual accounts on a going concern basis;
e) they have laid down internal financial controls to be followed bythe Company and such internal financial controls are adequate and operating effectively;
f) they have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems are adequate and operatingeffectively.
14. BOARD EVALUATION:
The Board of Directors has carried out on an annual evaluation of itsown performance board committees and individual directors pursuant to the provisions ofthe Act SEBI Listing Regulations and the Guidance Note on Board Evaluation issued by theSecurities and Exchange Board of India on January 5 2017.
The performance of the board was evaluated by the board after seekinginputs from all the directors on the basis of criteria such as the board composition andstructure effectiveness of board processes information and functioning etc.
The performance of the committees was evaluated by the board afterseeking inputs from the committee members on the basis of the criteria such as thecomposition of committees effectiveness of committee meetings etc.
In a separate meeting of independent directors performance ofnon-independent directors the Chairperson of board and the board as a whole wasevaluated.
The Board and the Nomination and Remuneration Committee 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.
15. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT REMUNERATIONAND OTHER DETAILS:
The Company's policy on directors' appointment andremuneration and other matters provided in section 178(3) of the Act has been disclosed inthe corporate governance report which forms part of this report.
16. RISK MANAGEMENT POLICY:
The Company has adopted a Risk Management Policy in accordance with theprovision of the Act and Regulation 17 (9) of the SEBI Listing Regulations. It establishesvarious levels of risks with its varying levels of probability the likely impact on thebusiness and its mitigation measures. The policy has been updated on Company'swebsite: www.dolatinvest.com
17. INTERNAL FINANCIAL CONTROLS:
Internal Audit plays a key role in providing an assurance to Managementwith respect to the Company having adequate Internal Control Systems. The Internal ControlSystems provide among other things reasonable assurance of recording the transactions ofits operations in all material respects and of providing protection against significantmisuse or loss of Company's assets. The Internal Auditors submit their Reportperiodically which is placed before and reviewed by the Audit Committee.
18. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PROHIBITION AND REDRESSAL) ACT 2013
The Company has adopted a policy for prevention prohibition andRedressal of sexual harassment at the work place in line with the provisions of theSexual Harassment of women at workplace (Prevention Prohibition & Redressal) Act2013 and rules made thereunder. All employees including temporary and trainee are coveredunder the policy. The Company has constituted an internal committee to inquire and redressthe complaints. The Company has not received any complaint during the FY year 2020-21.
19. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has adopted a Whistle Blower Policy to provide a formalmechanism to the Directors and employees to report their concerns about unethicalbehaviour unacceptable and improper practices or suspected fraud. The Policy provides foradequate safeguards against victimisation of employees who avail of the mechanism and alsoprovide for direct access to the Chairman of the Audit Committee. It is affirmed that nopersonnel of the Company has been denied access to the Audit Committee. The policy hasbeen uploaded on the company's website www.dolatinvest.com.
20. CORPORATE SOCIAL RESPONSIBILITY:
The Company has constituted a Corporate Social Responsibility (CSR)Committee and has framed a CSR Policy. The brief details of CSR Committee are provided inthe Corporate Governance Report. The Annual Report on CSR activities is set out inAnnexure [A] to this report. The CSR Policy is available on the website of the Company atwww.dolatinvest.com.
21. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE:
The details pertaining to composition of audit committee are includedin the Corporate Governance Report which forms part of this report.
22. STATUTORY AUDITORS:
Pursuant to section 139 of the Companies Act 2013 ("theAct") read with Companies (Audit and Auditors) Rules 2014 as amended from time totime M/s. V J. Shah & Co. Chartered Accountants (Firm Registration No. 109823W)Mumbai were appointed as statutory auditors from the conclusion of 36th AnnualGeneral Meeting of the Company held on 29th September 2017 till the conclusionof the 41st Annual General Meeting to be held in 2022 subject to ratificationof their appointment at every AGM if required under law. The requirement to place thematter relating to appointment of auditors for ratification by Members at every AGM hasbeen done away by the Companies (Amendment) Act 2017 with effect from May 7 2018.Accordingly no resolution is being proposed for ratification of appointment of statutoryauditors at the ensuing AGM and a note in respect of same has been included in the Noticefor this AGM.
23. STATUTORY AUDITORS' REPORT:
The Auditors have issued an unmodified opinion on the FinancialStatements for the financial year ended 31st March 2021. The Auditors'Report for the financial year ended 31st March 2021 on the financialstatements of the Company is a part of this Annual Report.
24. SECRETARIAL AUDITORS'REPORT:
The Secretarial Audit Report for financial year 2020-21 is annexedwhich forms part of this report as Annexure-B. There were no qualifications reservationsor adverse remarks in the Secretarial Audit Report of the Company.
25. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS ORCOURTS:
During the year under review there were no significant and materialorders passed by the regulators or courts or tribunals which may impact the going concernstatus of the Company and its operations in future.
26. EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:
No material changes and commitments affecting the financial position ofthe Company occurred between the end of the financial year to which these financialstatements relate and on the date of this report.
27. EXTRACT OF ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act theAnnual Return as on March 31 2021 is available on the Company's website onhttp://www.dolatinvest .com/
28. PARTICULARS OF EMPLOYEES
The information required under section 197(12) ofthe Act read with Rule5(1) ofthe Companies (Appointment and remuneration of Managerial Personnel) Rules 2014is given in Annexure C to the Board Report.
Details of employee remuneration as required under provisions ofSection 197 of the Act and Rule 5(2) of Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 (including any modifications thereof) shall be madeavailable to any shareholder on request.
29. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEEARNINGS AND OUTGO
The company believes that energy provides the means for economic growthand hence it is important to conserve and use energy judiciously. Being a Company intotrading of Stock the scope of conservation of energy and technology absorption are verylimited. However efforts are made to further reduce energy conservation.
During the year the company's expenditure in foreign exchange wasRs.NIL (Previous Year Rs.NIL) as mentioned in the notes to financial statement and thecompany did not have any foreign exchange earnings during the year.
30. CORPORATE GOVERNANCE REPORT AND BUSINESS RESPONSIBILITY REPORT
In compliance with Regulation 34 of the Listing Regulations a separatereport on Corporate Governance along with a certificate from the Auditors on itscompliance and a Business Responsibility Report forms part of this Report.
31. MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and Analysis as stipulated under the ListingRegulations is presented in a separate section forming part of this Report.
a) The Company is in compliance with the relevant provisions of allapplicable Secretarial Standards issued by the Institute of Company Secretaries of Indiaand approved by the Central Government;
b) Details of various committees constituted by the Board of Directorsas per the provisions of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 and the Companies Act 2013 are given in the Corporate GovernanceReport and forms part of this report
c) None of the Auditors of the Company have reported any fraud asspecified under the second proviso of Section 143 (12) of the Act;
d) Your Directors state that no disclosure or reporting is required inrespect of the following items as there were no transactions pertaining to these itemsduring the year under review:
Details relating to deposits covered under Chapter V of the Act
Issue of equity shares with differential rights as to dividendvoting or otherwise.
Issue of shares (including sweat equity shares) to employees ofthe Company under ESOP or any other scheme.
Neither the Managing Director nor the Whole-time Director of theCompany has received any remuneration or commission from any of its subsidiaries.
Your Directors place on record their sincere thanks to bankersbusiness associates consultants employees and various Government Authorities for theircontinued support extended to your Company's activities during the year under review.Your Directors also acknowledges gratefully the shareholders for their support andconfidence reposed on your Company.
| ||For And on Behalf of The Board of Directors |
| ||Neha P. Shah |
| ||Director |
| ||DIN:05262280 |
| ||Pankaj D. Shah |
|Place: Mumbai ||Managing Director |
|Date: August 12 2021 ||DIN: 00005023 |