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IB Infotech Enterprises Ltd.

BSE: 519463 Sector: Agri and agri inputs
NSE: N.A. ISIN Code: INE678B01021
BSE 00:00 | 13 Jul 14.70 0
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NSE 05:30 | 01 Jan IB Infotech Enterprises Ltd
OPEN 15.00
PREVIOUS CLOSE 14.70
VOLUME 1000
52-Week high 18.50
52-Week low 12.65
P/E
Mkt Cap.(Rs cr) 2
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 15.00
CLOSE 14.70
VOLUME 1000
52-Week high 18.50
52-Week low 12.65
P/E
Mkt Cap.(Rs cr) 2
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

IB Infotech Enterprises Ltd. (IBINFOTECH) - Director Report

Company director report

Your Directors have pleasure in presenting ihe Annual Report of the Company along withihe Audited Statement of Accounts for the year ended 31* March 2017.

1. FINANCIAL RESULTS:

(Amount in Rs)
Particulars 31-03-2017 31-03-2016
Total Income 0 0
Depredation 0 0
Profit (Loss) before other income interest & Exceptional (1129568) (658348)
Other Income 609915 717705
Profit (Loss) before Tax (519653) 58357
Provision for Tax 0 1977
Profit (loss) after Tax (519653) 39430
Prior Period Adjustments 0 0
Balance brought forward:
Security Premium 3785500 3785500
Surplus m the Profit & Loss Account (7717880) (7757360)
Add: Profit/ (loss) for the year (519653) 39480
Balance carried to Balance Sheet (442033) (3932380)

2. PERFORMANCE & RESULTS:

During the year under review the Company has incurred losses at Rs. 5/19653/- asagainst a nominal profit of Rs. 39430/ - in the previous year.

3. OPERATIONS AND FUTURE FLANS;

The Company during the yeni under review could not conduct any business activitydue to the un-favourable market conditions.

4. CHANGES IN THE NATURE OF BUSINESS EPANY;

There has been no material changes in the nature of business during the period underreview.

5. DIVIDEND:

In view of the Accumulated Lose as stated above the Board of Directors regrets theirinability to recommended payment of any dividend for the year under review'.

6. DEPOSITS:

The Company has not accepted any deposits from the public and no amount of principal orinterest on fixed deposits was outstanding as on the Balance sheet date.

7. DIRECTORS:

In terms of Section(s) 149 152 and all other applicable provisions of the CompaniesAct 2013 for the purpose of determining the directors liable to retire by rotation theindependent Directors are not included in die total number of Directors of the Company.Accordingly Mrs Rita Rajkumar Singh (DIN: 01988709) shall retire by rotation at theensuing Annual General Meeting and being ellgibLe has offered herself for re-appointmentas a Director of the Company.

Further Mr. Manish Sheth and Mrs. Preeti Sheth designated as an Additional Directorwere appointed as an Independent Director in the 27th Annual General Meetingheld on 3D**1 September 2014 to hold office for 5 (five) consecutive years fora term up to March 312019.

Brief profile of the Director proposed to be re-appointed as required under Regulation36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ispart of the Notice convening the Annual General Meeting.

8. KEY MANAGERIAL PERSONNEL:

Mrs. Rita Singh (Promoter Director) was appointed as a Whole Time Director of theCompany in -the 27th Annual General Meeting held on 30th September2014 for a period of 5 (five) years with effect from September 012014 without anyremuneration and is subject

to retire by rotation. During the year under review the company has appointed Ms. MiraSoni a& company bccictary w.e.f. 1.10.2016.

9. REMUNERATION TO DIRECTORS:

During the year under review the Company has not paid any remuneration and sittingfees to any of the Directors of the Company in view of the losses incurred by the Company.

10. REMUNERATION POLICY;

Hie Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy for selection and appointment of Directors Senior Management and theirremuneration. The Remuneration Policy is stated in the Corporate Governance Report

11. DECLARATION BY INDEPENDENT DIRECTORS!

The Company haB received declarations from the independent directors that they meet thecriteria of independence as prescribed under Bub-section (6) of Section 149 of theCompanies Act 2013 and under regulation 16(1 ){b) of the SEBI(Listing Obligations andDisclosure Requirements) Regulations 2015.

12. MEETINGS OF BOARD AND COMMITTEES!

During the year under review the Board met five (5) times i.e. on 28* May 2016 13*August 2016 26* September 2016 14* November 2016 and 14* February 2017. Details ofall Board Committees along with their composition and meetings held during the year underreview are given in the Corporate Governance Report. The intervening gap between theMeetings was within the period prescribed under the Companies Act 2013.

13. PERFORMANCE EVALUATION OE BOARD. COMMITTEES & DIRECTORS:

Pursuant to the provisions of the Companies Act 2013 and Regulation 16(10) of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2D15 of the ListingAgreement the Board has carried out an annual performance evaluation of its ownperformance the Directors Individually as weQ as the evaluation of the working of itsAudit Nomination. & Remuneration Committees.

14. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors hereby confirms:

(i) in the preparation of the annual financial statements for the year ended March 312017 the applicable accounting standards had been followed along 'with proper explanationrelating to material departures if any;.

(ii) 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 Loss of the company for that period;.

(iii) the directors had 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 had prepared the annual accounts on a going concern basis.

(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; and

(vi) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

15. AUDITORS:

Statutory Auditor

At the Annual General Meeting (AGM) held on 30* September 2014 M/9 MVK AssociatesChartered Accountants Mumbai were appointed as statutory auditors of the Company to holdoffice till the conclusion of the AGM to be held in the year 2018. In terms of theprovision of Section 139(1) of the Companies Act 2013 the appointment shall be placedfor ratification at every AGM. Accordingly the appointment of M/s MVK AssociatesChartered Accountants aa statutory auditors of the Company is placed forratification by the shareholders to this regards the Company has received a certificatefrom the auditors confirming to the effect that if they are re-appointed it would be inaccordance with provisions of Section 141 of the Companies Act 2013.

Secretarial Audit:

Pursuant to the provisions of Section 204 of the Companies Act 2013 read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Companyhas appointed M/s. FRS Associates a firm of Company Secretaries in Practice to undertakethe Secretarial Audit of the Company for the Financial year 2016-17. The Secretarial AuditReport (Form MR-3) is annexed herewith as Annexure-A

16. AUDITORS REPORT:

Statutory Auditor

The notes on financial statements referred to in the Auditors Report are self -explanatory and do not call for any other comments. The Auditors Report does not containany qualifications/ reservations or adverse remarks.

Secretarial Auditor

The following qualifications were observed by the Secretarial Auditor in their Reportto which the Board has shared the following explanations:

The Company has made sincere efforts to appoint the CFO as per defined KMP. Thecandidates were interviewed but nobody has accepted the offer. However considering thesize and business of the Company the executive director is taking care of the financialfunctions.

17. PARTICULARS QF LOANS GUARANTEES OR INVESTMENTS:

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements.

18. PARTICULARS QF EMPLOYEES:

There were no employees during the whole or part of the year who were in receipt ofremuneration in excess of limits as covered under the Companies Act 2013 read with Rule5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.

Further there were no employees to whom die gratuity or any other retirement benefitswere payable by the Company.

19. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

Dating the year under review the Company has not entered into contracts orarrangements with related parties referred to in sub-section (1) of section 188 of dieCompanies Act 2013.

2D. SUBSIDIARIES:

Since the Company has no subsidiaries provisions of section 134(3) (q) of theCompanies Act 2013 read with Rule 8(5)(iv) of Cost (Accounts) Rules 2014 are notapplicable.

21. INDUSTRIAL RELATIONS:

The Industrial relations continued to be generally peaceful and cordial during theyear. Your Directors recognize and appreciate the sincere and hard work loyaltydedicated efforts and contribution of all the employees during the year

22. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND ttBFR:

Your Company did not have any funds lying unpaid or unclaimed for a period of sevenyears. Therefore there were no funds svhidt were required to be transferred to InvestorEducation and Protection Fund (EPF).

23. AMOUNT TRANSFER TO RESERVES:

During the year under review the Company has incurred losses and therefore no profithas been transferred to Reserves pursuant to the provisions of section 134(3) (j) of theCompanies Act 2013.

24 CORPORATE GOVERNANCE;

In terms of Clause 15(2) (a) of SEBI(LODR) Regulations 2015 the compliance with theCorporate Governance provisions as specified in Regulations 17 to 27 and clauses (b) to(i) of sub regulation (2) of Regulation 46 and para CD and Eof schedule V are notapplicable to the Company. However the Company has been observing good corporategovernance practices and is committed to adhere to the Corporate Governance requirementson ongoing basis.

25. EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in form MGT - 9 is annexedherewith as Annexure -B

26. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The provisions of section 134 (3){o) and 135(1) of the Companies Act 2013 read withRule S of Companies (CSR) Rules is not applicable to the Company as it is not fallingunder the criteria mentioned in the Act.

27. RISK MANAGEMENT POLICY

The Company follows a proactive risk management policy aimed at protecting its assetsand employees which at the same time ensuring growth and continuity of its business.Further regular updates are made available to the Board at the Board meeting and inspecial cases on ad-hoc basis.

28. CONSERVATION OF ENERGY fc TECHNOLOGY ABSORPTION:

Since the Company does not have a manufacturing unit provisions of Section 134(3)(m)of the Companies Act 2013 read with Rule 8(3) (A) & (B> of the Companies(Accounts) Rules 2014 as amended from time to time regarding conservation of energy andtechnology absorption is not applicable.

29. FOREIGN EXCHANGE EARNINGS AND OUTGO:

During the year under review besides the transactions reported elsewhere there wereno other Foreign Exchange transactions.

30. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System commensurate with the size scale andcomplexity of its operations. To maintain its objectivity and independence the InternalAudit function reports to the Chairman of the Audit Committee of the Board.

31. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has a Vigil mechanism and Whistle blower policy (WBF) to deal with theinstance of fraud and mismanagement if any; The Whistle Blower Policy is discussed in thereport of Corporate Governance.

32. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS IP ANY:

There are no significant material orders passed by the Regulators / Courts which wouldimpact the going concern status of your Company and its future operations.

33. MATERIAL EVENTS OCCURRING AFTER BALANCE SHEET PATE:

During the year under review there were no other material events and commitmentsaffecting financial position of the Company occurring after Balance sheet date.

34. GENERAL:

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:During the year undeT review there were no cases filed or reported pursuant to the sexualharassment of women at Workplace {Prevention Prohibition and Redreseal) Act 2013.

35 LISTING WITH STOCK EXCHANGES:

The Company confirms that it has paid the Annual listing Fees for the year 2017-2018 tothe BSE where the Company's Shares are listed. The shares of the Company are also listedon Ahmadabad Stock Exchange.

ACKNOWLPEGEMENTS:

Your Directors express their appreciation for the dedicated and sincere servicesrendered by the employees of the company and also sincerely thank the shareholders for theconfidence reposed by them in the company and from the continued support and co-operationextended by them

For and on behalf of the Board of Directors

For IB Infotech Enterprises Limited

Place: Mumbai Rita Singh Jasmin Parekh
Date: August 142017 DIN; 01988709 DIN; 06507112
Director Director