HARI GOVIND INTERNATIONAL LIMITED.
Your Directors have pleasure in presenting the Annual Report together with the AuditedAccounts of the Company for the year ended 31st March 2017.
| || ||(Amount in Rs.) |
|Particulars ||2016-17 ||2015-16 |
|Total Revenue (Other Income) ||0 ||0 |
|Profit / (Loss) before Prior period Exceptional and Extra-Ordinary items. ||(660263) ||(551473) |
|Prior Period items ||- ||- |
|Exceptional items ||- ||- |
|Tax Expenses ||- ||- |
|Profit / (Loss) for the Year ||(660263) ||(551473) |
Performance of the Company during the year under review:
During the year under review company did not carried on business. The Directors of theCompany have been exploring various diversified areas and exploring new business areas totake up the company into new heights.
Overall performance of the textile industry is dull and the company is diversifyingitself into other business areas and to explore international markets.
The Board of Directors does not recommend any Dividend for the year 2016-17 consideringthe finance situation of the company.
During the year under review the Company has not accepted any fixed deposits and thereare no fixed deposits which are pending repayment.
Your Company does not have any subsidiary company during the year under review.
In accordance with the provisions of the Companies Act 2013 and the Company's Articlesof Association Mrs. Sunita J. Maniyar Director of the company retire by rotation at thisAGM being eligible offer herself for re-appointment. Mr. Ashok Sarada has resigned fromDirectorship of the Company with effect from 27th June 2017.
Four meetings of the Board of Directors were held during the year. For further detailsplease refer report on Corporate Governance of this Annual Report.
Declaration by Independent Director:
The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet the criteria of independence as prescribed both under the Actand SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.
The Company has devised a Policy for performance evaluation of Independent DirectorsBoard Committees and other individual Directors which includes criteria for performanceevaluation of the non-executive directors and executive directors and a process ofevaluation was followed by the Board for its own performance and that of its Committeesand individual Directors.
The details of programs for familiarization of Independent Directors with the Companytheir roles rights responsibilities in the Company nature of the industry in which theCompany operates business model of the Company and related matters are put up on thewebsite of the Company.
Directors' Responsibility statement:
The Directors' Responsibility Statement referred to in clause (c) of sub-section (3)shall state that
(a) In the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;
(b) The directors had 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 at the end of the financial year and ofthe profit and loss of the company for that period;
(c) The directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;
(d) The directors had prepared the annual accounts on a going concern basis; and
(e) The directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.
Nomination & remuneration Committee:
The Board constituted a Nomination and Remuneration Committee comprising of Mr. JugalkishoreHarikishan Maniyar Mr. Mallinath Madineni and Mrs. Mukesh Kanji Bhanushali. ReferCorporate Governance report for details.
Even though the Company is outside the purview of compulsory compliance requirements ofClause 27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015it has complied with the requirements of the Code of Corporate Governance as stipulated inclause 27 of the SEBI (LODR) Regulations 2015 with the stock exchanges. A Report onCorporate Governance along with Certification by the Managing Director is attached to thisDirectors' Report.
The statutory auditors of the Company Dilip Jambhekar & Co Mumbai retire at theconclusion of the ensuing Annual General Meeting. The retiring auditors have furnished acertificate under Sec. 141 of the Companies Act 2013 confirming their eligibility forreappointment. The Auditor Report for the financial year ended March 31 2017 is annexedherewith and is part of the Annual Report.
Extract of Annual Return:
An Extract of Annual Return of the Company Pursuant to section 92(3) of theCompanies Act 2013 and rule 12(1) of the Companies (Management and Administration)Rules 2014 is given below;