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ID Info Business Services Ltd.

BSE: 511260 Sector: IT
NSE: N.A. ISIN Code: INE088P01015
BSE 00:00 | 07 Feb ID Info Business Services Ltd
NSE 05:30 | 01 Jan ID Info Business Services Ltd
OPEN 16.65
PREVIOUS CLOSE 16.65
VOLUME 90
52-Week high 16.65
52-Week low 15.90
P/E 64.04
Mkt Cap.(Rs cr) 2
Buy Price 16.65
Buy Qty 10.00
Sell Price 15.90
Sell Qty 189.00
OPEN 16.65
CLOSE 16.65
VOLUME 90
52-Week high 16.65
52-Week low 15.90
P/E 64.04
Mkt Cap.(Rs cr) 2
Buy Price 16.65
Buy Qty 10.00
Sell Price 15.90
Sell Qty 189.00

ID Info Business Services Ltd. (IDINFOBUSINESS) - Director Report

Company director report

To the Members

The Directors hereby submit their Board Report of the Company together with the AuditedStatements of Accounts for the year ended 31st of March 2019.

1. FINANCIAL RESULTS

The Company's financial performance for the year under review along with previousyear's figures is given hereunder:

Particulars 31/03/2019 31/03/2018
(in Lakhs) (in Lakhs)
Profit before tax (5.56) (4.27)
Current tax expense 0 0
Deferred tax expense 0 0
Profit/Loss for the period from continuing operations (5.56) (4.27)
Profit/Loss from discontinuing operations 0 0
Tax expense of discontinuing operations 0 0
Profit/Loss from discontinuing operations (after tax) (5.56) (4.27)
Profit/Loss transferred/adjusted to General Reserve 0 0
Basic earnings per equity share 0 0
Diluted earnings per equity share 0 0

The Company has resumed its activity since the last financial year. However theCompany has incurred the loss of Rs. 556122/- on account of setting up a new business.During the coming years the Company is intending to expand its activity and has approachedThe Bombay Stock Exchange Ltd where the Shares are listed for revocation of trading andThe Bombay Stock Exchange Ltd has already communicated its in-principal approval.

2. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

a. Loss: The Company incurred a Loss of Rs. 556122/-for the Financial YearEnding 31st March 2019.

b. Sales : The Companies Turnover is Rs. 663500/- for the Financial YearEnding 31st March 2019.

c. Marketing and Market Environment: The Company is facing challenging general economicand competitive scenarios.

d. Future Prospects including constraints affecting due to Government policies:

To take adequate steps to increase the customer base and look at alternate strategiesso as to be ready to capture the revival in industry.

3. DIVIDEND

No Dividend was declared for the current financial year due to inadequate Profits.

4. THE CHANGE IN NATURE OF BUSINESS IF ANY:

There was no change in business of the Company during the period under review.

5. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTRELATES AND THE DATE OF THE REPORT.

There were no material changes and commitments affecting the financial position of theCompany occurred between the end of the financial year to which this financial statementrelate and the date of the report.

6. CONSERVATION OF ENERGY TECHNOLOGY OBSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to conservation of energy technology absorption Foreignexchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 is as follows:

Foreign Exchange Earnings : NA
Foreign Exchange outgo : NA
Energy Absorption : NA

A. the steps taken or impact on conservation of energy: NA

B. the steps taken by the Company for utilizing alternate source of energy: NA C. theCapital investment on energy conservation equipments: NA Technology Absorption: NA A. theefforts made towards technology absorption: NA

B. the benefits derived like product improvement cost reduction product developmentor import substitution: NA

C. In case of imported technology (imported during the last three years reckoned fromthe beginning of the financial year): NA

a) the details of technology imported: NA

b) the year of import: NA

c) whether the technology been fully absorbed: NA

d) the expenditure incurred on Research and Development: NA

7. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THECOMPANY

The Company does not have any Risk Management Policy as the elements of riskthreatening the Company's existence are very minimal.

8. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIALRESPONSIBILITY INITIATIVES

The Company has not developed and implemented any Corporate Social Responsibilityinitiatives as the said provisions are not applicable.

9. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT 2013

There loans guarantees or investments made by the Company under Section 186 of theCompanies Act 2013 during the year under review from part of the Notes to FinancialStatements provided in the Annual Report.

10. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

There were no contracts or arrangements made with related parties pursuant to Section188 of the Companies Act 2013during the year under review.

11. EXPLANATION OR COMMENTS ON QUALIFICATIONS RESERVATIONS OR ADVERSE REMARKS ORDISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There were no qualifications reservations or adverse remarks made by the Auditors intheir report.

However pursuant to the provisions of Section 204 of the Companies Act 2013 and Rule9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theCompany had appointed M/s. Sandeep P. Parekh & Co. a firm of Company Secretaries inPractice to undertake the Secretarial Audit of the Company. The Report of the SecretarialAudit is annexed herewith as "Annexure B".

The qualifications reservations or adverse remarks made by the Practicing CompanySecretary in their respective reports are as under:

1. The Board of Directors of the Company is not constituted as required under theListing Regulation and Companies Act 2013 with the Composition of Executive DirectorsNon- Executive Directors and Independent Directors.

2. The Company has not formed Audit Committee as per the requirements of Section 177 ofCompanies Act 2013 and Listing Regulation.

3. The Company had not Formed Nomination and Remuneration Committee & StakeholdersRelationship Committee as per the requirements of Section 178 of Companies Act 2013 andListing Regulation.

4. The Company is in default in complying with the provisions of Section 203 of theCompanies Act 2013 for appointing Whole Time Key Managerial Personnel.

5. Company is in default for complying with provisions of Section 138 of the CompaniesAct 2013 which mandate the appointment of Internal Auditor.

The Board Represent hereunder:

The Board of Directors have been informed about the applicable compliances of the newCompanies Act 2013 wherein there are lot of provision which requires the appointment ofvarious Committees Appointment of Independent Director & Key Managerial Personnel etcfor which the Company has not complied till now however the Company would be appointing/comply with the above requirements in near future for proper compliance of Companies Act2013.

The Company's business operations is not active the management has not devised aseparate and independent control system. Hence the Company is in process of meeting theapplicable compliances as per the applicable provisions of the Companies Act 2013 and theListing Regulations.

12. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT PAYMENT OF REMUNERATION ANDDISCHARGE OF THEIR DUTIES

The provisions of Section 178(1) relating to constitution of Nomination andRemuneration Committee are applicable to the Company; however the Company has not devisedany policy relating to appointment of Directors payment of Managerial remunerationDirectors qualifications positive attributes independence of Directors and other relatedmatters as provided under Section 178(3) of the Companies Act 2013.

13. ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule12 of the Companies (Management and Administration) Rules 2014 is furnished in Annexure 1and attached to this Report

14. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW.

The Company had 4 Board meetings during the financial year under review.

Date of Board Meeting Directors Strength Directors Present
26.05.2018 • Krishnan Kannan • Krishnan Kannan
• Himanshu Lohiya • Himanshu Lohiya
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
• Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Pravin Vallabhdas Rajdev • Pravin Vallabhdas Rajdev
13.08.2018 • Krishnan Kannan • Krishnan Kannan
• Himanshu Lohiya • Himanshu Lohiya
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
• Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Pravin Vallabhdas Rajdev • Pravin Vallabhdas Rajdev
10.11.2018 • Krishnan Kannan • Krishnan Kannan
• Himanshu Lohiya • Himanshu Lohiya
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
• Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Pravin Vallabhdas Rajdev • Pravin Vallabhdas Rajdev
12.02.2019 • Krishnan Kannan • Krishnan Kannan
• Himanshu Lohiya • Himanshu Lohiya
• Sushil Ratanlal Morarka • Sushil Ratanlal Morarka
• Abhishek Sushil Morarka • Abhishek Sushil Morarka
• Chitrapavai Kannan • Chitrapavai Kannan
• Pravin Vallabhdas Rajdev • Pravin Vallabhdas Rajdev

Necessary disclosures regarding composition of the Board category attendance ofDirectors at the Board Meetings and last Annual General Meeting number of otherDirectorship and other Committee Memberships are given below:

Name of Directors Category No. of Board Meetings attended No. of Directorships held in other Companies Attendance at last AGM

No. of Committee positions held in other Companies

Chairman of Committee Member of Committee
Mr. Kannan Krishnan Naiker Executive Director 4 5 Yes 0 0
Mr. Himanshu Lohiya Non- Executive Director 4 5 Yes 0 0
Mr. Sushil Ratanlal Morarka Executive Director 4 5 Yes 0 0
Mr. Abhishek Sushil Morarka Executive Director 4 6 Yes 0 0
Mr. Chitrapavai Kannan Executive Director 4 1 Yes 0 0
Mr. Pravin Vallabhdas Rajdev Non- Executive Director 4 2 Yes 0 0

15. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

The Company has not formed an Audit Committee as per Section.177 of the Companies Act2013. & not provided for vigil mechanism.

16. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act 2013 theBoard hereby submits its responsibility Statement:

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. thedirectors had devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

f. internal financial controls to be followed by the company had been laid down andthat such internal financial controls are adequate and were operating effectively.

g. the directors have complied with the provisions of applicable Secretarial standards.

17. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary or Joint Ventures / Associate Companies.

18. DIRECTORS

There is no change in the Board of Directors of the Company during the year.

Mr. Abhishek Sushil Morarka and Mrs. Chitrapavai Kannan retire by rotation in theensuing Annual General Meeting and are eligible for reappointment.

19. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

20. DECLARATION OF INDEPENDENT DIRECTORS

The Company does not comply with the criteria as per the provisions of Section 149 (6)Companies Act 2013 for Independent Directors.

21. STATUTORY AUDITORS

M/s. Vishnu Agarwal & Associates having Firm Registration Number: 134443W havebeen appointed as Statutory Auditors for a period of 5 years in the Annual General Meetingheld on 30/09/2015. Their continuance of appointment and payment of remuneration are to beconfirmed and approved by the Board of Directors of the Company.

22. SHARES

a. BUY BACK OF SECURITIES

The Company has not bought back any shares during the year under review.

b. SWEAT EQUITY

The Company has not issued any Sweat Equity shares during the year under review.

c. BONUS SHARES

No Bonus Shares were issued during the year under review.

d. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option scheme to the employees.

e. DEMATERIALISATION

The shares of the Company were in physical form and CDSL and NSDL has admitted fordepository services. The ISIN no is: INE088P01015.

23. BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and the Listing Regulation theAudit Nomination & Remuneration and other Committees were not formed by the Company.So the Board's performance for the current year cannot be assessed.

24. PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employeesof the Company will be provided upon request. In terms of Section 136 of the Act theReport and Financial Statements are being sent to the Members and others entitled theretoexcluding the information on employees' particulars which is available for inspection bythe Members at the Registered Office of the Company during business hours on working daysof the Company up to the date of the ensuing Annual General Meeting. If any Member isinterested in obtaining a copy thereof such Member may write to the Company in thisregard.

25. THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTSOR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There are no significant and material orders passed by the regulators or courts ortribunals impacting the going concern status and company's operations in future.

26. THE DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TOTHE FINANCIAL STATEMENT

The Company is having an adequate internal financial control policy.

27. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION AND REDRESSAL) ACT 2013.

The Company has in place an Anti-Sexual Harassment Policy in line with the requirementsof The Sexual Harassment of Women at the Workplace (Prevention Prohibition &Redressal) Act 2013. Internal Committee (IC) has been set up to redress complaintsreceived regarding sexual harassment. All employees (permanent contractual temporarytrainees) are covered under this policy. The following is a summary of sexual harassmentcomplaints received and disposed off during the financial year ended 31stMarch2019:

• No. of complaints received: NIL

• No. of complaints disposed off: NIL

28. STATE OF COMPANY'S AFFAIRS

The Company is presently inactive in its operations.

29. THE CHANGE IN NATURE OF BUSINESS IF ANY:

There was no change in business of the Company during the period under review.

30. CORPORATE GOVERNANCE

The Company's Paid up Capital and Networth do not exceed the prescribed limits as onthe Financial year 2018-2019 and the provisions of corporate governance as specified inRegulation 17 18 19 20 21 22 23 24 25 26 27 and clause (b) to (i) ofsub-regulation (2) of regulation 46 and paras C D and E of Schedule V of the SEBI (LODR)Regulation 2015 is not applicable on the Company.

31. MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of the operations performance and future outlook of the Company andits business is given in the Management's Discussion and Analysis Report which forms apart of this report.

32. ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers business associatesconsultants and various Government Authorities for their continued support extended toyour Companies activities during the year under review. Your Directors also acknowledgesgratefully the shareholders for their support and confidence reposed on your Company.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Abhishek Morarka Sushil Morarka
Director Director
DIN: 01399982 DIN: 01399879
Date: 25.05.2019
Place: Mumbai

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