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Integra Capital Management Ltd.

BSE: 531314 Sector: Financials
NSE: N.A. ISIN Code: INE366H01012
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NSE 05:30 | 01 Jan Integra Capital Management Ltd
OPEN 42.00
PREVIOUS CLOSE 42.00
VOLUME 10
52-Week high 42.00
52-Week low 25.00
P/E 135.48
Mkt Cap.(Rs cr) 20
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 42.00
CLOSE 42.00
VOLUME 10
52-Week high 42.00
52-Week low 25.00
P/E 135.48
Mkt Cap.(Rs cr) 20
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Integra Capital Management Ltd. (INTEGRACAPITAL) - Director Report

Company director report

Your Directors have pleasure In presenting the Twenty Seventh Annual Report and theAudited Accounts for the year ended 31st March 2017.

FINANCIAL RESULTS

(Rupees In Lacs)

2016 - 2017 2015-2016
Total Income 147.92 86.18
Expenditure (133.62) (75.21)
14.30 10.97
Non - Cash Charges - 0.40
Profil/(Loss) Before Tax 14.30 1097
Tax Expense - 3.34
Profit /(Loss) After Tax 14.30 7.63

No amount has been transferred to 'Reserves': and no material change or commitment hasoccurred after the close of the Financial Year 2016-17 till the date of this Report whichaffects the financial position of the Company.

OPERATIONS

The Company is categorized as B group NBFC "Non-Public Deposit AcceptingCompany" by the Reserve Bank of India. During the year under report the Company didnot transact any hire purchase anchor leasing business The Company continued to engage inits wealttVassets management business; and Investments In shares & stocks mutualfunds fixed deposits etc. and consultancy & advisory services. The Company Is.however constantly looking for suitable business opportunities to engage in and enhanceits revenues

The overall running of the Company's affairs/operations has remained steady andsatisfactory.

DEPOSITS

The Company has not accepted any fixed deposits during the period under report; and thefixed deposits as at the end of the year 31.03.2017 stood at Rupees Nil.

AUDITORS REPORT

The obervations of the Auditors are self-explanatory; and therefore do not call for anyfurther comment's. Auditors have neither made any adverse remarks nor have reported anyfraud under Section 143{ 12) of the Companies Act. 2013.

DIVIDEND

Due to the past losses and with a view to conserve resources the Board of Directors donot recommend declaration of any dividend for the year ended 31 st March 2017.

DIRECTORS

Mr. Tarun Vohra retires by rotation at the ensuing Twenty Seventh Annual GeneralMeeting and being eligible offers himself for re-appointment. The Directors recommendhis reappointment. which would enable the Company to obtain his continued valuableguidance in the conduct of the Company's affairs.

AUDITORS

In accordance with the Companies Act 2013 the statutory auditors of the CompanyM/s.H. K. Dua & Co. Chartered Accountants New Delhi were appointed as statutoryauditors of the Company for a period of five years at the Twenty Fourth Annual GeneralMeeting and their re-appointment to be ratified every year. Hence directors reccomendratification of their appointment in the Twenty Seventh Annual General Meeting.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS & OUTGO

The Company is not a manufacturing Company. Therefore conservation of Energy &Technology Absorption Is not Applicable. The Company has neither earned nor spent onforeign exchange.

DECLARATION OF INDEPENDENT DIRECTORS

All Independent Directors have given declaration that they meet the criteria ofindependence as provided under Section 149 of the Act and the Listing Agreement.

An Audit Committee had been constituted consisting of the following Directors of theCompany.

1. Shn Neeraj Kumar Goel - Chairman

2. Smt. Saroj Bhandan

3. Mr. Tarun Vohra

SECRETARIAL AUDIT REPORT

Secretarial Audit Report for the financial year ended 3t*' March 2017 pursuant toSection 204( 1) of the Companies Act 2013 and the rules framed thereunder and obtainedfrom the Practising Company Secretary is annexed with this report.. It does not call forany comments.

PAYMENT OF LISTING FEE

The annual listing fee for the year under review has been paid to the BSE LimitedMumbai for the financial year 2017-18.

DEMAT OF COMPANY'S EQUITY SHARES

In compliance with the Sebi's requirements and guidelines the Company has appointedM/s Alankit Assignements Limited. 2- E/21 Jhandewalan Extension New Delhi-110055 asRegistrar and Share Transfer Agent. National Securities Depository Limited (NSDL) andCentral Depository Services (India) Ltd. (CDSL) have been appointed for the purpose ofdemat of fhe equity shares of tho Company and connectivity with them has been established.

SHARE CAPITAL

During the year under report there has been no change In the Authorised Subscribedand Paid-up Share Capital of the Company.

BOARD MEETING

There were six (6) meettings of the Board of Directors held during the year.

EXTRACT OF ANNUAL RETURN

Extract of the Annual Return in Form No. MGT-9 Is attached as Annexure 'A'.

INTERNAL FINANCIAL CONTROLS

The Company has adequate internal financial controls consistent with the nature ofbusiness and size of operations to effectively provide for safety of its assetsreliability of financial transactions with adequate checks and balances adherence toapplicable statutes accounting policies approval procedures and to ensure optimum use ofavailable resources. These systems are reviewed and improved on regular basis by themanagement as well as by the internal auditors appointed by the Company.

CORPORATE GOVERNANCE

The compliance of 15(2) of SEBILODR Regulations. 2015 of the Listing Agreement is notmandatory/appiicabfe; and therefore the information required there under has not beenIncorporated in the Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Provisions in regard to Corporate Social Responsibility (CSR) are not applicable to theCompany.

VIGIL MECHANISM FOR DIRECTORS/EMPLOYEES

This clause is not applicable to the Company.

POLICY AND REMUNERATION COMMITTEE- MANAGERIAL REMUNERATION

None of the Directors of the Company are being paid any remuneration; and therefore nocommittee has been constituted for this purpose nor any policy for remunerating thedirectors has been framed

ANNUAL EVALUATION - BOARD AND ITS COMMITTEE/S

The performance of the Board and of each committee has been evaluated by its membersand found to be satisfactory.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186 of tho Companies Act2013— None

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Form No. AOC-2 is attached as Annexure 'B'

RISK MANAGEMENT

The Company has appropriate risk management policy commensurate with the size of theCompany

PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE

The Company has no female employee nor does it have any public dealing; and thereforethere is no requirement to have in place any mechanism for prevention of sexualharassment.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of the Directors' Responsibility Statement referred to in clause (c) ofsub-section (3) of Section 134 of the Companies Act. 2013 the Directors confirm that:

a) in the preparation of tho 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 judgements 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 irregguiarities;

d) the directors had prepared the annual accounts on a going concern basis; and

e) being a listed company the cfirectors had laid down internal financial controls tobe followed by the company and that such internal financial controls are adequate and wereoperating effectively.

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

ACKNOWLEGEMENT

Your Directors wish to convey their grateful thanks and appreciation of the supportassistance and co-operation extended to the Company by the employees the members and/orthe associates.

--Note: During the Financial Year 1st April 2016 to 31 st March 2017 there was nofemale employee in the company. However there is an appointment of a female employee inthe month of June 2017. The POSH disclosure regarding the same will be made in theDirector's Report 2018.

By Order of the Board of Directors.

Chairman Sushll Kumar Vohra DIN No. 00030808

Race: New Delhi

Dated: 03rd August. 2017

Registered Office:

32. Regal Building

Sansad Marg

New Delhi-110001