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Globus Corporation Ltd.

BSE: 531904 Sector: Metals & Mining
NSE: KARUNACAB ISIN Code: INE774B01028
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Globus Corporation Ltd. (KARUNACAB) - Director Report

Company director report

Dear Members

Your Directors have pleasure in presenting the Thirty Third Annual Report along withthe Audited Financial statements of your Company for the financial year ended March312018.

First year of implementation of Indian Accounting Standards (Ind AS):

This is the first year of implementation of the Indian Accounting Standards (Ind AS).The standalone financial statements for the year ended March 31 2018 have been preparedin accordance with the Indian Accounting Standards (Ind AS) notified under section 133 ofthe Companies Act 2013 read with Companies (Accounts) Rules 2014. The financialstatements for the year ended March 312017 have been restated in accordance with Ind ASfor comparative information.

FINANCIAL HIGHLIGHTS

(Rs. In Lacs)

Particulars

Standalone

2017-2018 2016-2017
Gross Income 0.01 8.01
Other Expenses 69.17 50.92
Profit before Depreciation (87.42) (61.15)
Depreciation 0.00 28.72
Net Profit Before Tax (87.41) (81.86)
Provision for Tax Nil Nil
Deferred Tax 0.00 5.70
Net Profit After Tax (19.29) (87.56)
Balance of Profit brought forward (1266.77) (1179.20)
Balance available for appropriation Nil Nil
Proposed Dividend on Equity Shares Nil Nil
Tax on proposed Dividend Nil Nil
Transfer to General Reserve Nil Nil
Surplus carried to Balance Sheet (1286.06) (1266.77)

SUMMARY OF OPERATIONS & STATUS OF THE COMPANY:

During the year the company has incurred loss of Rs.19.29 Lakhs(Previous Year Loss87.56 Lakhs).

The operations of the company severely suffered since 2012 on account of disruptedsupply of electricity and due public unrest in and around city of Hyderabad on account ofBifurcation of the state.

The plant was closed during the year. M/S Globus Corpooration Ltd. is SSI unit morethan 100 workers were working in the unit. Your company's proposal to reschedule of theTerm loan and sanction of the working capital loan for the revival of the unit notconsidered by the Bank. The IOB Bank has denied for further restructuring of the loan. Thebankers of the company did not reply on the subject matter. The bank has disposed off thefixed assets of the company by e-Auction where only one Auctioneer participate in a hastymanner. The IOB Bank informed that they have disposed off the Fixed assets of the company.In current state there is complete erosion of capital-(100 %) and we are unable to raiseany additional fund.

LISTING FEES & ANNUAL FEES:

The Company has paid the Annual Listing fees to Bombay Stock Exchange National StockExchange National Security Depository Ltd Central Depository security Ltd for theyear2016-2017& 2017-2018.However the Bombay Stock Exchange has restricted the tradingof the Company with reason- on account of GSM.

In order to save the cost and to avoid admin procedure your company had made anapplication to National stock Exchange for voluntary delisting of company's equity sharepursuant to the Securities and Exchange Board of India (Delisting of Equity Shares)Regulations 2009. The admission to dealings in securities of company is withdrawn(delisted) by National stock Exchange w.e.f August 8 2018 vide letter Ref No.:NSE/LIST/55766 dated

July312018.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

The bank has disposed off fixed assets of the company and so material changes andcommitments have occurred subsequent to the close of FY 2017-18.

DIVIDEND:

During the period under review Directors did not recommend any dividend for the equityshareholders for the financial year 2017-18 due to past and current year losses.

TRANSFER TO RESERVES:

During the period under review no amount is transferred to General Reserve Account dueto heavy losses.

DIVIDEND DISTRIBUTION POLICY:

Pursuant to Regulation 43A of LODR Regulation 2015 the regulation related to DividendDistribution Policy is not applicable to the Company.

DEPOSITS:

During the period under review your Company has not accepted or renewed any amountfalling within the purview of provisions of Section 73 of the Companies Act 2013 readwith the Companies (Acceptance of Deposits) Rules 2014. Hence the requirement forfurnishing of details of deposits which are not in compliance with the Chapter V of theAct is not applicable.

SHARE CAPITAL:

As on 31st March 2018 the issued subscribed and paid up share capitalof your Company stood at Rs. 127718000/- comprising of 63859000Equity shares ofRs. 2/- each.

CORPORATE GOVERNANCE:

Your Company complies with the provisions laid down in Corporate Governance laws to theextent possible. It believes in and practices good corporate governance. The Companymaintains transparency and also enhances corporate accountability.

The Report on Corporate Governance as stipulated under Regulation 34 of the ListingRegulations is presented in a separate section forming a part of this Report.

The requisite certificate from M/s. Sandip V. Doshi & Co. Chartered AccountantsStatutory Auditors confirming compliance with the conditions of corporate governance isenclosed to the Report on Corporate Governance

MANAGEMENT DISCUSSION & ANALYSIS:

Management Discussion & Analysis Report for the year under review under Regulation24 of the Listing Regulations is presented in a separate section forming a part of thisReport.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The Provision of Section 135 and Schedule VII of the Companies Act 2013 in respect toCorporate Social Responsibility (CSR) are not applicable on the Company

DETAILS OF SUBSIDIARY COMPANIES/JOINT VENTURE:

During the year under review no Company has become or ceased to be a Subsidiary/JointVenture/ Associate Company of your Company.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

The Company have not given any loans guarantees or made any investments under Section186 of Companies Act 2013 during the financial year 2017-18.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION:

Your Company does not have any activity relating to conversion of energy or technologyabsorption.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

There were no foreign exchange earnings and outgo during the year under review.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:

The information required pursuant to Section 197(12) of the Companies Act 2013 readwith Rule 5 (1) of The Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 regarding remuneration of Directors Key Managerial Personnel and otherrelated disclosures is given as "Annexure A" to this report.

Information required under Rule 5(2) and 5(3) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 viz Details of Top ten employees of thecompany in terms of remuneration drawn during 2016-17 is not applicable as none of theemployee is drawing remuneration in excess of the limits specified in the said Rule 5(2).

CONTRACTS ANDARRANGEMENTS WITH RELATED PARTIES:

All the related party transactions that were entered into during the financial yearwere at arm's length basis and were in the ordinary course of the business. Also therewere no related party transactions which could be considered material in accordance withthe Policy of the Company on materiality of related party transactions.

All related party transactions are being reviewed and placed before the Audit Committeefrom time to time of their approval and also been taken on record by the Board.

Note 12 to the Standalone Financial Statements which sets out related party disclosurespursuant to INDAS.

RISK MANAGEMENT POLICY:

The Company has formulated and adopted a Risk Management Policy to prescribe riskassessment management reporting and disclosure requirements of the company. The Boardtakes all necessary steps to identify and evaluate business risks and opportunities andtake corrective steps.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System commensurate with the size of itsoperations.

DIRECTOR'S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act 2013 and in relation to the auditedfinancial statements of the Company forthe year ended March 312018 the Board ofDirectors hereby confirms that:

i. In the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanation relating to material departures;

ii. The directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that were 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 profit or loss of the Company forthe year under review.

iii. The directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities.

iv. The directors have prepared the annual accounts on a Liquidation basis. As theCompany operation are closed down.

v. The directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

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

DIRECTORS:

Changes in Board constitution Directors & Key Managerial Personnel:

Mr. Sree Ranganath Narapuraju Independent Director resigned as a Director of theCompany w.e.f. February 28 2018.

Due to resignation of of Mr. Sree Ranganath Narapuraju the Board of Directors attheir meeting held on the 15th s.

May 2018 have recommended and approved the appointment of Mr. Sanjay Mohanlal Joganias Additional Independent Directors of the Company with effect from the said date whoseterm of office is upto the date of this Annual General Meeting in accordance with theapplicable provisions of the Articles of Association and the Companies Act 2013.

A notice in writing under Section 160 of the Companies Act 2013 has been receivedfrom a Member of the Company signifying their intention to propose Mr. Sanjay MohanlalJogani (DIN: 03059567) as a candidate for the office of Independent Director. Mr. SanjayMohanlal Joganiis not disqualified from being appointed as Director in terms of Section164 of the Companies Act 2013 and has consented to act as Director of the Company.

In the opinion of the Board he fulfills the conditions specified in the Act and therules made thereunder and also under the SEBI LODR for appointment as Independent Directorand is independent of the Management. The Board on recommendation of the Nomination andRemuneration Committed recommends the appointment of Mr. Sanjay Jogani's as theIndependent Director of the Company for a period of five years w.e.f. 15th May2018.

In accordance with the provisions of Section 152 of the Companies Act 2013 Mr.Mahendra C Shah (DIN : 01650375)Managing Director of the Company will retire by rotationat the ensuing Annual General Meeting and being eligiblehas offered himself forreappointment. The Board recommends his re-appointment for the consideration of theMembers of the Company at the ensuing Annual General Meeting.

During the year the non-executive directors of the Company had no pecuniaryrelationship or transaction with the Company other than reimbursement of expensesincurred by them for the purpose of attending meetings of the Company.

KEY MANAGERIAL PERSONNEL:

Pursuant to the provision of Section 203 of the Act the Key Managerial Personnel ofthe Company are Mr. Mahendra C. Shah Managing Director and Mr. Jitendra S. Shah ChiefFinancial Officer. There has been no change in the key managerial personnel during theyear.

DECLARATION BY INDEPENDENT DIRECTORS:

As on date Mrs. Priti Amit Shah & Mr. Sanjay Mohanlal Jogani are the IndependentDirector on the Board. The Company has received declarations from them confirming thatthey meet with the criteria of Independence prescribed under sub-section (6) of Section149 of the Companies Act 2013 and Regulation 17 & 25 of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015.

BOARD MEETINGS:

The Board of Directors of your Company met 4 Times during the year to carry the variousmatters. The Meetings were convened on 11th May 2017; 14thAugust2017 12th December 2017 and 08th February 2018. The details ofthe Board Meeting and attendance of each of the Directors thereat have been provided inthe Corporate Governance Report forming part of this Annual Report.

BOARD EVALUATION:

Pursuant to the provisions the Companies Act 2013 and the Listing Regulations theBoard has made the formal annual evaluation of its own performance and that of itscommittees and individual directors. The Directors expressed their satisfaction with theevaluation process.

POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS AND KMP AND REMUNERATION POLICY:

The Company's policy on director's appointment and remuneration and other mattersprovided in Section 178(3) of the Act has been disclosed in the Corporate GovernanceReport which form part of this report.

NOMINATION AND REMUNERATION COMMITTEE:

The composition and terms of reference of the Nomination and Remuneration Committee hasbeen furnished in the Corporate Governance Report forming a part of this Annual Report.

AUDIT COMMITTEE:

The Audit Committee comprised of Mr. Sree Ranganath Narapuraju who served as theChairman of the Committee and Mrs. Priti A. Shah &Dr. Mahendra C. Shah as othermembers.

As on date the Audit Committee comprises of Mr. Sanjay Mohanlal Jogani inducted as achairman of the committee due to resignation of Sree Ranganath Narapuraju Mrs.Priti A.Shah & Dr. Mahendra C. Shah. The terms of reference of the Audit Committee has beenfurnished in the Corporate Governance Report forming a part of this Annual Report.

All the recommendations made by the Audit Committee during the year were accepted bythe Board.

VIGIL MECHANISM:

The Board of Directors of the Company has pursuant to the provisions of Section 177(9)of the Companies Act 2013 read with Rule 7 of the Companies (Meetingsof Board and itsPowers) Rules 2014 framed Whistle Blower Policy for Directors and employees of theCompany to provide a mechanism which ensures adequate safeguards from any victimization onraising on concerns of any violations of legal or regulatory requirements incorrect ormisrepresentation of any financial statements and reports. Etc.

No instance under the Whistle Blower Policy was reported during the financial yearunder review.

AUDITORS:

M/s. Sandip V. Doshi & Co. Chartered Accountants were appointed as the StatutoryAuditor of the Company for the period of 5 financial years beginning from 2014-2015 to2018-2019. The Company received a letter of resignation from them dated August 02 2018.

Due to resignation of auditor before expiry of term the casual vacancy caused in theoffice of auditor. As a consequence the board on the recommendation of Audit Committeeproposed the appointment of M/s. P. D. Saraf & Co. Chartered Accountants (FRN :109241W) to fill up the vacancy.

As required under the provisions of section 139(1) of the Companies Act 2013 theCompany has received a written consent from M/s. P. D. Saraf & Co. CharteredAccountants (FRN.109241W) to their appointment and a Certificate to the effect that ifappointed their appointment would be within the limits in accordance with the CompaniesAct 2013 and the Rules framed there under and that they satisfy the criteria provided insection 141 of the Companies Act 2013.

The Members are requested to give their consent for appointment of the StatutoryAuditors as aforesaid and fix their remuneration.

STATUTORY AUDITORS' OBSERVATIONS& COMMENTS FROM BOARD:

(a) Based on our audit procedures and according to the information and explanationgiven to us we are of the opinion that the Company has defaulted in repayment of dues tobanks and in turn Bank has disposed off all the Fixed Asset of the Company:-Due to heavylosses the company was facing difficulty to repay the amount. The Bank have takenpossession of its property in Hyderabad and disposed the fixed assets of the company inhasty manner by e-Auction to only one bidder. The company has liabilities towards theprincipal amount is adjusted after the sale of assets of the Company and now the bank isclaiming on the interest part of the outstanding loan which is cleared on sale of assetsby the Bank.

SECRETARIAL AUDITORS:

In terms of the provisions of section 204 of the Companies Act 2013 read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Board hasappointed M/s. Madhukar K. Apte & Associates Company Secretaries as SecretarialAuditor in place of Mr. Anish Gupta and Associates who has shown his unwillingness tocontinue as secretarial auditor for the financial year 31.3.2018 for conductingSecretarial Audit of your Company for the financial year 31.3.2018. The report of theSecretarial Auditor M/s. Madhukar K. Apte & Associates for the financial year31.3.2018is annexed herewith as "Annexure B"

SECRETARIAL AUDITORS' OBSERVATIONS & COMMENTS FROM BOARD:

(a) The Company has not appointed Company Secretary as KMP as required under section203 of Companies Act 2013 and Compliance Officer as required under regulation 6 of SEBI(LODR) Regulations 2015:- The Company is looking for a suitable candidate for the samebut due to weak financial problem and company have no major business activities nocandidate is willing to join the company.

(b) The Company has not appointed Internal Auditor as required under section 138 ofCompanies Act 2014:- The Company has not appointed an Internal Auditor since there is nomanufacturing or trading turnover. Due to weak financial problem and company having nobusiness activities company could not appoint an Internal Auditor.

(c) The Company has not updated its website and uploaded the documents and informationas required under the Companies Act 2013 and Regulation 46 of SEBI (LODR) Regulations2015:- The Board will update its website on timely basis.

(d) The Company has not published notices in the newspaper as required under ListingGuidelines and Regulation 47 of SEBI (LODR) Regulations 2015 and as required under section91 read with Rule 10 of Companies (Management and Administration) Rules 2014 for closureof Register of Member:-Because of Severe Financial crunch company could not advertise inthe Newspaper.

(e) The Constitution of the Nomination & Remuneration Committee is not inaccordance with section 178 of Companies Act 2013 and Regulation 19 of SEBI (LODR)Regulations 2015:-The Company is looking fora suitable candidate for the same but due toweak financial problem No qualified person is willing to join as Director of the company.

(f) The accumulated losses at the end of financial year 2017-2018 are more than 100% ofCompany's net worth.

It was a sick company under BIFR. But after the abolition of the Sick Companies Actthe company was required to intimate its status to NCLT under Section 253(4) of theCompanies Act 2013. But the company has failed to comply with the said provisions. TheBank (IOB) has taken the possession of the fixed assets of the company and disposed offthe fixed assets for Rs.32050000/- and presently the company has no fixed assets. Eventhe statutory auditors have given their opinion not on going concern basis but onliquidation grounds: -The Company is under huge financial losses and had outstanding bankliabilities. However during the current year the fixed asset of the Company has beene-Auctioned by the bank @Rs. 32050000/- and adjusted against loan Amount however bankhas raised balance amount @Rs. 27609234.17 penal interest and other charges. Also suithas been filed by Bank against the Company as Company has written a letter for waiving thebalance amount. However Management is Confident of settling the matter amicably.

(g) The Company has delayed the payment of fees to the Bombay Stock Exchange NationalStock Exchange Central Depository Services Limited and National Depository serviceslimited:- Due to financial losses the company was unable to pay the fees however now theCompany has cleared all the pending dues.

(h) The Company has not provided the facility of voting by electronic means in respectof business to be transacted at the Annual General Meeting held on 25thSeptember2017 pursuant to the provisions of Section 108 of the Companies Act 2013 read with Rule20 of the Companies (Management and Administration) Rules LODR Guidelines and SS-2 issuedby ICSI: - Due to financial losses the company was unable to provide e-voting facilities.However the Company has availed the Services of National Securities Depository Limited(NSDL) for the purpose of E-Voting for the Annual General Meeting to be held on 25*'September 2018.

(i) The Company has received a letter from the Bombay Stock Exchange relating to theresignation of Mr. Ranganath Narapuraju submitted by him on 28-04-2017 from the office ofthe Director. But it has been stated by the company to the Bombay Stock Exchange that ithas received a letter of resignation on 28th February 2018 only had requested theconcerned director to take back the resignation. But still the action from the concerneddirector is awaited. As per Section 168 (2) of the Companies Act 2013 the resignationshall take effect from the date of receipt of the resignation letter from the director orthe date specified in the letter of resignation which is later. Therefore the resignationshall take effect from the date of receipt of resignation letter by the company i.e.28-02-2018. Thereafter the company has only two directors and the constitution is notvalid as per Section 149(1 )(a) till the new director is inducted on the board by thecompany and due to this the constitution of the committees is also not valid:- The companyhas received the resignation of Mr. Ranganath only on 28th February 2018. Theletter was dated 28-04-2017 which was sent by the Director on 27"' February 2018vide Indian Postal Service which was received by the Company on 28th February2018. Due to the large difference in date the Company had requested the Director to takeback the same. However the Director has not sent any correspondence since. The Company hasaccordingly noted the resignation w.e.f. 28th February 2018. Howeverthecompany has also appointed additional director w.e.f. 15.05.2018 and accordingly hasrequisite quorum under the various provisions of the Companies Act 2013.

(j) Mr. Ranganath Narapuraju should have submitted one copy of his resignation to theRegistrar of Companies in Dir-11 in view of the proviso to Section 168(1) of the Actwith reasons for such resignation instead of to the stock exchange. But the master data inthe Office of Registrar shows that till the date of writing of this report his nameappears as the director of the company. Therefore the details of resignation has not beenfiled by the company as well as by the resigned director with the Registrar of Companies:- The Company will do the necessary compliance in respect of intimation of resignationwith the ROC.

EXTRACT OF ANNUAL RETURN:

In terms of the provisions of Section 92 (3) of the Act read with the Companies(Management and Administration) Rules 2014 an extract of the Annual Return of yourCompany for the financial year ended 31stMarch 2018 is given in "AnnexureC".

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

During the period under review there were no significant material orders passed by theRegulators / Courts / Tribunals.

OTHER DISCLOSURES:

There were no material changes and commitments affecting the financial position of yourCompany between end of the financial year and the date of this report.

• Your Company has not issued any shares with differential voting.

• There was no revision in the financial statements.

• Your Company has not issued any sweat equity shares.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION& REDRESSAL) ACT 2013:

The compliance regarding Disclosures under Section 22 of Sexual Harassment of Women atWork (Prevention Prohibition and Redressal) Act does not apply to the Company. Howeverthe Company is committed to provide a safe & conducive work environment to itsemployees. At present the company has no female staff. During the year your Company hasnot received any complaints under the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013.

DETAILS OF SUBSIDIARY COMPANIES/JOINT VENTURE:

During the year under review no Company has become or ceased to be a Subsidiary/JointVenture/ Associate Company of your Company.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a viewto regulate trading in securities by the Directors and designated employees of theCompany. The Code requires pre-clearance for dealing in the Company's shares and prohibitsthe purchase or sale of Company shares by the Directors and the designated employees whilein possession of unpublished price sensitive information in relation to the Company andduring the period when the Trading Window is closed. The Board is responsible forimplementation of the Code.

All Board Directors and the designated employees have confirmed compliance with theCode.

APPRECIATIONS:

Your Company and its Directors wish to extend their sincerest thanks to the Members ofthe Company Bankers Staff and workers at all levels for their continuous co-operationand assistance.

By order of the Board of Directors
For GLOBUS CORPOORATION LIMITED
Registered Office: Sd/-
102Sanjay Chambers Choubal Lane Mahendra C. Shah
Opera House Mumbai- 400 004. Chairman
Date: 21st August 2018 (DIN No. 01650375)

I

ANNEXUREA

Information required under Section 197 of the Company’s Act 2013 read withCompany’s (Appointment and Remuneration of Management Personnel) Rules 2014

A. Ratio remuneration of each Director to the Median remuneration of all theemployees of your Company for the financial year 2017-2018 is as follow:

Name of the Director Total Remuneration (Rupees) Ratio of remuneration of Director to the median remuneration
Mahendra C Shah NIL NIL

Notes:

1. The Information provided above us on standalone basis.

2. The aforesaid details are calculated on the basis of remuneration for the financialyear 2017-2018.

B. Details of percentage increase in remuneration of each Director and CFO &Company Secretary in the financial year 2017-2018.

Name Designation

Remuneration (in Rupees)

Increase
2017-2018 2016-2017
Jitendra Shantilal Shah Chief Financial Officer Rs.260000 Rs.260000 NIL

Note: Remuneration to Director within the overall limits approved by the Shareholders.

C. Percentage increase in the median remuneration of all employees in the financialyear 2017-2018:

D. Particulars 2017-2018 2016-2017 Increase %
(Rupees) (Rupees)
Median remuneration of Rs. NIL Rs. NIL NIL
all employees per annum

E. Number of permanent employees on the rolls of the Company as on 31* March 2018:

Particular Number of Employees
Executive/Manager 1
Staff 2
Total 3

F. Comparison of average % increase in salary of employees other than thekey managerial personnel and the percentage increase in the key managerial remuneration:

Particulars 2017-2018 2016-2017 Increase %
Average salary of all employees 140000 140000 NIL
Key Managerial Personnel:
Salary of Managing Director
Salary of CFO 260000 260000 NIL

G. Affirmation that the remuneration paid is as per the Nomination and Remunerationpolicy of the company:

By order of the Board of Directors
For GLOBUS CORPOORATION LIMITED
Sd/-
Mahendra C. Shah
Chairman
Date: 21st August 2018 (DIN No. 01650375)