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Jagson Airlines Ltd.

BSE: 520139 Sector: Services
NSE: N.A. ISIN Code: INE685B01018
BSE 00:00 | 20 Jul Jagson Airlines Ltd
NSE 05:30 | 01 Jan Jagson Airlines Ltd
OPEN 0.77
PREVIOUS CLOSE 0.74
VOLUME 616
52-Week high 0.77
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.76
Buy Qty 5.00
Sell Price 0.77
Sell Qty 16.00
OPEN 0.77
CLOSE 0.74
VOLUME 616
52-Week high 0.77
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.76
Buy Qty 5.00
Sell Price 0.77
Sell Qty 16.00

Jagson Airlines Ltd. (JAGSONAIRLINES) - Director Report

Company director report

To The Members

Your Directors have pleasure in presenting Twenty-fifth Annual Report together with theAudited Accounts of the Company for the financial year ended 31st March 2019.

FINANCIAL RESULTS

(All Amount is in Indian Rupees)

Particulars Year ended March 2019 Year ended March 2018
Total Income 25298 21935
Gross Profit/Loss before Dep. & Tax - -
Provision for Depreciation 163406 163406
Tax provision Nil Nil
Provision for deferred tax - -
Net profit/(Loss) (4648876) (7375860)
General reserve (Surplus profit & Loss A/c) Nil Nil

INDIAN ACCOUNTING STANDARDS

In accordance with the notification issued by the Ministry of Corporate Affairs (MCA)your company is following the practice of required accounting standards.

RESERVES

The Company has not transferred any amount to reserve.

CHANGE IN THE NATURE OF BUSINESS. IF ANY

There has been no change in the nature of business of the Company.

RESULTS OF OPERATIONS

Due to weak financial position of the company the planes have been grounded. TheCompany had closed its books for the year 2018- 19 with a loss of Rs. (46.49) Lac asagainst previous year loss of Rs. (73.76) Lac.

DIVIDEND

The Board of Directors has not recommended any dividend for this year due to itsfinancial situation.

PUBLIC DEPOSITS

The Company has not accepted any deposits from the public under sections 73 74 and 76of the Companies Act 2013 during the year.

AUDITORS

M/s Madan Jha & Associates Chartered Accountants FRN 016288N Auditors of theCompany retire at the conclusion of the Annual General Meeting and as they have completedtheir tenure as per Section 139 of the Companies Act 2013 and they have submitted theirresignation.

M/s Madan Jha & Associates Chartered Accountants FRN No. FRN 016288N haveinformed the Board of their eligibility to be an Auditor of Jagson Airlines Limited aListed Company and have offered their services for the same. Your Board of Directorsrecommends their appointment for your approval.

AUDIT COMMITTEE

The Audit Committee consists of Mr. Bhuvi Kant Ms.Ravinder Kaur Hora and Mr. SardarSingh Mudgal. Mr. Bhuvikant beaing a Chartered Accountant is nominated as Chairman ofthe Audit Committee. The terms of reference specified by the Board to the Audit Committeeare as contained under of Section 177 of the Companies Act 2013 and Regulation 18 of theSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. CompanySecretary of the Company is the Secretary of the Committee

VIGILANCE COMMITTEE

As per the provisions of section 177 of Companies Act 2013 and as per regulation 22 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.your Companyhas started working on formulation of Vigil Mechanism /Whistle Blower Policy to provideappropriate avenues to the employees to bring to the attention of the management any issuewhich is perceived to be in violation of or in conflict with the fundamental businessprinciples of the Company. The Audit Committee of the Company also acts as the VigilanceCommittee of the Company. Mr. Bhuvi kant is the Chairman of the Vigilance Committee of theCompany.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship committee controls the physical & demats shares andmeets regularly. This committee consists of Ms. Ravinder Kaur Hora Mr. Bhuvi Kant and Mr.Sardar Singh Mudgal. Company Secretary of the Company act as the Secretary of theCommittee. As per regulation 20 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 all the grievances of the shareholders are redressed onpriority basis when the complaints / grievances are received by the Company.

RISK MANAGEMENT COMMITTEE

The Risk Management Committee consists of Mr. Jagdish Pershad gupta and Mr. Bhuvi KantMs.Ravinder Kaur Hora. Mr. Jagdish Pershad Gupta is the Chairman of the Risk ManagementCommittee. The terms of reference specified by the Board to the Risk Management Committeeare as contained under of regulation 21 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015.

VOTING THROUGH ELECTRONIC MEANS

Pursuant to section 108 of the Companies Act 2013 and regulation 44 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 your Company has beentaking necessary steps to make available the facility to its members to exercise theirright to vote by Electronic means for the transactions which require approval throughPostal Ballot. This facility has been made available to all the members from financialyear 2014-15.

COMMITTEE OF SEXUAL HARASMENT OF WOMEN (PREVENTION. PROHIBITION AND REDRESSAL) ACT.2013:

The Committee OF Sexual Harassment consists of Ms.Ravinder Kaur Hora Mr. JagdishPershad gupta and Mr. Sardar Singh Mudgal. Ms.Ravinder Kaur Hora is the Chairman of theCommittee.

INTERNAL FINANCIAL CONTROLS

As per Section 134(5)(e) of the Companies Act 2013 the Directors have an overallresponsibility for ensuring that the Company has implemented robust system and frameworkof Internal Financial Controls. Company has set up adequate system of Internal Control ofto ensure safety of its property assets and protection against unauthorized use and lossfrom pilferation of stores and spares which is the backbone of our airlines operations.

Internal control system is followed by extensive internal audits policies proceduresand guidelines. Internal Financial Controls system is adequate keeping in view size andoperation of the company.

ISSUE OF SHARES WITH DIFFERENTIAL RIGHTS

The Company under the provisions of Section 43 read with Rule 4(4) of the Companies(Share Capital and Debentures) Rules 2014 (Chapter IV) has not issued any shares withdifferential rights.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Sardar Singh Mudgal retiring by rotation and being eligible for appointmentoffers herself for reappointment.

LISTING REQUIREMENT

As required by regulation 33 and 34 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015. Cash Flow Statement is appended with Annual Accounts ofthe Company.

LISTING OF SHARES

Shares of your Company at present are listed with Bombay Stock Exchange Limited.

MEETINGS

During the year the company conducted one Annual General Meeting eleven Board Meetingsand five Audit Committee Meetings. No Extra-Ordinary General Meeting was held during theyear. The details of which are given in the Corporate Governance Report. The interveninggap between the Meetings was within the period prescribed under the Companies Act 2013.

DETAILS OF SUBSIDIARY/JONT VENTURES/ASSOCIATE COMPANIES

The given Company has no subsidiary/joint ventures/associate companies as on date.

AUDITOR'S REPORT

The Auditor's Report does not contain any qualification Notes to Accounts and Auditorsremarks in their report are self-explanatory and do not call for any further comments.

DISCLOSURE ABOUT COST AUDIT

As per the Cost Audit Orders Cost Audit is not applicable to the Company.

EXTARCT OF ANNUAL RETURN

As required pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1) of theCompanies (Management and Administration) Rules 2014 an extract of annual return in MGT9 as a part of this Annual Report as ANNEXUREI.

MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICHTHE FINANCIAL STATEMENTS RELATE AND THE DATE OF REPORT

No material changes have occurred subsequent to the close of the financial year of theCompany to which the balance sheet relates.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

No significant and material orders have been passed by the regulators or courts ortribunals that could impact the Company's present or future operations.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Company has neither provided nor accepted any loans or investments in the concernedfinancial year.

Details of guarantee/security provided:

Sr.

no.

Date of providing security/guarantee Details of recipient Amount Purpose for which the security/guarantee is proposed to be utilized by the recipient Date of BR Date of SR

(if any)

Commission
- Nil Nil 0.00 Nil - - 0.00

PARTICULARS OF CONTRACTS OR ARRANGEMNTS WITH RELATED PARTIES

As per sub- section (1) of Section 188 of the Companies Act 2013 and regulation 23 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 the Companyhas not entered in contracts or arrangements with related parties.

STATUTORY DISCLOSURES In terms of previous Section 134 of the Companies Act 2013regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 read with the Companies (Appointment and Remunerations of Managerial Personnel)Rules 2014 including amendment thereof the names and other particulars of the employeesare set out in the annexure to the Director's Report. However as per the provisions ofSection 134 of the said Act the Annual Report excluding the aforesaid information isbeing sent to all members of the Company and others entitled thereto. Any memberinterested in obtaining such particulars may write to the Company at the registered officeof the Company.

DISCLOSURE UNDER THE SEXUAL HARRASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013

The Company has in place an Anti-Sexual Harassment Policy in line with the requirementsof the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal)Act 2013. An Internal Complaints Committee (ICC) has been set up to redress complaintsreceived regarding sexual harassment. All employees (permanent contractual temporarytrainees) are covered under this policy. No complaints pertaining to the sexual harassmentwere received during the FY 2018-19.

Company has adopted a policy for prevention of Sexual Harassment of Women at Workplaceand has set up committee under the Chairmanship of Ms. Ravinder Kaur Hora forimplementation of said policy. During the year Company has not received any complaint ofharassment.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

As per Section 135 Schedule VII of the Companies Act 2013 and Rule 9 of Companies(Corporate Social Responsibility Policy) Rules 2014; the Company has not invested in anyCSR activities due to its weak financial condition.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

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

CORPORATE GOVERNANCE

Pursuant to regulation 27 34 and schedule V of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 with the Stock Exchanges a managementdiscussion and Analysis Report Corporate Governance Report and Auditors Certificateregarding compliance of conditions of Corporate Governance are made a part of the AnnualReport.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION

CONSERVATION OF ENERGY

The Company is maintaining its aircrafts as per the standards laid down by DirectorGeneral of Civil Aviation (DGCA). This keeps the fuel consumption at the optimum level.Hence disclosure of particulars with respect to conservation of energy in Form-A pursuantto Companies (Disclosure of Particular in the report of Directors) Rules 1988 is notapplicable.

TECHNOLOGY ABSORPTION

The operation of the company does not involve any technology absorption. Hencedisclosure of particulars with respect to technology absorption in Form-B pursuant toCompanies (Disclosure of Particulars in the report of Directors) Rules 1988 is notapplicable.

EMPLOYEES

Pursuant to the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 including modifications thereof statement of particulars of employees is annexed asAnnexure IV. During the year under review none of the employees are in receipt ofremuneration exceeding the limits as prescribed under The Companies (Appointment andRemuneration) Rules 2014.

FOREIGN EXCHANGE EARNINGS AND OUTGO

Total Foreign Exchange earned and used during the year is as under:

(In Lacs)
Particulars 31.03.2019 31.03.2018
Foreign Exchange earned 0 0
Foreign Exchange used 0 0

DIRETORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134 (3) of the Companies Act 2013 withrespect to Directors Responsibilities Statement it is hereby confirmed:

i. That in the preparation of the Annual Accounts for the year ended 31.03.2019 theapplicable accounting standards had been followed along with proper explanation relatingto material departures.

ii. That the Directors had selected such accounting policies and applied themconsistently and made judgments and estimates that were reasonable and prudent so as togive a true and fair view of the states of affairs of the Company at the end of thefinancial year and of the profit and loss of the Company for the year under review.

iii. That the Directors had taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.

iv. That the Directors had prepared the accounts for the year ended 31.03.2019 on agoing concern basis.

v. That 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. That the Directors had devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

ACKNOWLEDGEMENT

Your Directors place on record their appreciation for the continued support receivedfrom DGCA Airport Authority Other Govt. Departments Bankers and Agents and Customers.Your Directors also like to express their appreciation for the contribution made by theemployees during the year.

For and on behalf of the Board of Directors
of Jagson Airlines Limited
Place: New Delhi Sd/-
Date: 29th May 2019 Jagdish Pershad Gupta
Chairman cum Managing Director

.