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Kartik Investments Trust Ltd.

BSE: 501151 Sector: Financials
NSE: N.A. ISIN Code: INE524U01019
BSE 00:00 | 03 Dec 640.00 0
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NSE 05:30 | 01 Jan Kartik Investments Trust Ltd
OPEN 640.00
PREVIOUS CLOSE 640.00
VOLUME 10
52-Week high 640.00
52-Week low 294.15
P/E 941.18
Mkt Cap.(Rs cr) 15
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 640.00
CLOSE 640.00
VOLUME 10
52-Week high 640.00
52-Week low 294.15
P/E 941.18
Mkt Cap.(Rs cr) 15
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Kartik Investments Trust Ltd. (KARTIKINVEST) - Director Report

Company director report

Your directors present the fortieth annual report together with the audited accountsfor the year ended 31 March 2018.

(Rs. in lakhs)

FINANCIAL RESULTS 2017-18 2016-17
Income 7.54 9.08
Expenses 7.61 5.70
Profit /(Loss) before taxation -0.07 3.37
Profit / (Loss) after taxation -0.07 3.37
Other Comprehensive Income/ ( Loss) for the year net of tax -10.82 27.90
Total Comprehensive Income for the year net of tax -10.89 31.27

DIVIDEND

Your directors do not recommend any dividend for the year.

OPERATIONS

During the year under review the gross income of the Company was at Rs.7.54 lakhs asagainst Rs.9.08 lakhs during the previous year. The Company made a loss of Rs.0.07 lakhsas against a profit of Rs.3.37 lakhs during the previous year.

DIRECTORS

Mr. R Chandrasekar (DIN 02687447) director retires by rotation at the ensuing annualgeneral meeting (AGM) and being eligible has offered himself for re-appointment.

DECLARATION FROM INDEPENDENT DIRECTORS

The independent directors Mr. R Surendran and Ms. A Kavitha have submitted adeclaration of independence as required pursuant to Section 149(7) of the Act statingthat they meet the criteria of independence as provided in Section 149(6) of the Act. Inthe opinion of the Board the independent directors fulfill the conditions specified inthe Act and the Rules made there under for appointment as IDs and confirm that they areindependent of the management.

KEY MANAGERIAL PERSONNEL

Pursuant to the provisions of Section 203 of the Act read with the rules made thereunder the following employees are the whole-time key managerial personnel of the company:

1. Mr. R Chandrasekar Manager

2. Ms. Bala Ravi Chief Financial Officer (Appointed effective 1 June2017)

3. Ms. S Sangeetha Company Secretary

DIRECTOR'S RESPONSIBILITY STATEMENT

The director's responsibility statement as required under Sections 134(5) of the Actreporting the compliance with accounting standards is attached and forms part of board'sreport.

AUDITORS

Mr. P Senthamarai Kannan chartered accountant was appointed as statutory auditor ofthe company in the thirty nineth annual general meeting (AGM) held on 28 September 2017for a period of five years commencing from the conclusion of thirty ninth AGM till theforty fourth AGM subject to ratification by members at every AGM.

SECRETARIAL AUDIT

The secretarial audit report is attached and forms part of this report and does notcontain any qualification. Pursuant to the provisions of the Act and the rules framedthere under the company appointed Ms. Srinidhi Sridharan of M/s. Srinidhi Sridharan &Associates Practicing Company Secretary to undertake the secretarial audit of the companyfor FY 18.

INFORMATION AS PER SECTION 134(3)(m) OF THE ACT

The company has no activity relating to the consumption of energy or technologyabsorption. No foreign currency expenditure was incurred during the year. There were noforeign currency earnings during the year.

BOARD MEETINGS

During the year ended 31 March 2018 four meetings of the Board were held i.e. 23May 2017 1 September 2017 8 December 2017 and 9 February 2018.

AUDIT COMMITTEE

The Audit Committee comprises Mr. R. Surendran Mr. R. Chandrasekar Ms. A. Kavitha asits members. During the year ended 31 March 2018 four meetings were held i.e. 23 May2017 1 September 2017 8 December 2017 and 9 February 2018.

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee comprises Mr. R Surendran Mr. R Chandrasekarand Ms. A Kavitha as its members. During the year ended 31 March 2018 two meetings wereheld i.e. 23 May 2017 and 1 September 2017.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee comprises Mr. R Surendran Mr. R Chandrasekarand Ms. A Kavitha as its members. During the year ended 31 March 2018 two meetings wereheld i.e. 1 September 2017 and 8 December 2017.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The company has established a whistle blower mechanism which inter-alia covers anavenue to raise concerns. The mechanism provides for adequate safeguards againstvictimisation of directors / employees / customers who avail of the mechanism and also forappointment of an ombudsperson who will deal with the complaints received.

SEXUAL HARASSMENT POLICY

The company has in place a prevention of sexual harassment policy in line with therequirements of the Sexual Harassment of Women at the Workplace (Prevention Prohibitionand Redressal) Act 2013. There were no referrals received during the calendar year ended31st December 2017.

PARTICULARS OF EMPLOYEES

During the year there were no employees covered by the provisions of Section 197 (12)of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.

EXTRACT OF ANNUAL RETURN

In accordance with sections 134(3)(a) of the Act extract of the annual return in FormMGT-9 is attached and forms part of this report.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS

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

INDIAN ACCOUNTING STANDARDS (IND AS)

The Company have adopted Ind AS with effect from 1st April 2017 pursuant tothe Companies (Indian Accounting Standard) Rules 2015 notified by Ministry of CorporateAffairs on 16th February 2015. The Company has completed the modification ofaccounting and reporting systems to facilitate the adoption of Ind AS. The implementationof Ind AS is a major change process effected since Q1 of the FY 2017-18 and the Companyhas presented the Ind AS transition impact on the financial results.

INTERNAL FINANCIAL CONTROLS

Proper internal financial controls have been laid down to be followed by the Companywith reference to the financial statements and such internal financial controls areadequate and operating effectively.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

No loans guarantees or investments have been made under section 134(3)(g) of the Act.

RELATED PARTY TRANSACTIONS

The company has in place a policy on related party transactions as approved by theboard and the same is available on the website of the company.

There were no related party transactions entered into by the Company during the FY 18.

None of the Directors has any pecuniary relationship or transaction vis--vis theCompany.

FORMAL ANNUAL EVALUATION

In compliance with the Section 134(3)(p) of the Companies Act 2013 and the Rules madethere under the annual performance evaluation of the Board was carried out during theyear under review.

REMUNERATION POLICY CRITERIA FOR BOARD NOMINATION & SENIOR MANAGEMENT APPOINTMENT

Pursuant to the provisions of Section 178 of the Act on recommendation by theNomination and Remuneration Committee the Board of directors has framed a remunerationpolicy relating to the remuneration of the directors key managerial personnel and otheremployees. The nomination and remuneration committee has further formulated the criteriafor board nomination and senior management appointment including determiningqualifications positive attributes and independence of a director.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Overview

The company is a public limited company and has its registered office at Chennai. Theshares of the company are listed on BSE Limited. The company has only one class of shares- equity shares of par value Rs.10/- each. The authorised share capital of the company isRs.1 crore and the subscribed and paid up share capital of the company is Rs.24.40 lakhsdivided into 244000 shares of Rs.10/- each.

Investments

The company's investments include Rs.2.27 crores in equity shares and Rs.46 lakhs inbank fixed deposits.

Financial Review

During the year under review the gross income of the company was at Rs.7.54 lakhs asagainst Rs.9.08 lakhs during the previous year. The company made a loss of Rs.0.07 lakhsas against a profit of Rs.3.37 lakhs during the previous year.

During the year under review Other Equity was at Rs.229 lakhs as against Rs.240 lakhsduring the previous year.

Internal Control Systems

The company has a proper and adequate internal control over financial reporting and thestatutory auditor of the company have also certified on the existence and operatingeffectiveness of the internal financial controls as of 31 March 2018.

RESULT OF OPERATIONS

Balance sheet

A summarised version of the company's balance sheet size is given below:

Rs. in lakhs
Particulars March 2018 March 2017
Assets
Non-Current investments 234.04 248.34
Other Assets 53.76 53.67
TOTAL 287.80 302.01
Liabilities
Networth 253.09 263.99
Other Liabilities 34.71 38.02
TOTAL 287.80 302.01

Statement of Profit & Loss

A summarised version of the company's statement of Profit & loss is given below:

Rs. in lakhs
Particulars March 2018 March 2017
Income 7.54 9.08
Expenses 7.61 5.70
Profit Before Tax (PBT) -0.07 3.37
Current and Deferred Tax
Profit After Tax (PAT) -0.07 3.37
Other Comprehensive Income / (Loss) for the year net of tax -10.82 27.90
Total Comprehensive Income for the year net of tax -10.89 31.27

CORPORATE GOVERNANCE

As per regulation 15(2) of the SEBI (Listing Obligations and Disclosures Requirements)Regulations 2015 the compliance with the corporate governance provisions as specified inregulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 andpara C D and E of Schedule V shall not apply to the listed entity having a paid up equityshare capital not exceeding rupees ten crores and net worth not exceeding rupees twentyfive crores as on the last day of the previous financial year. Accordingly the corporategovernance report is not applicable to the Company as the paid-up equity share capital ofthe Company was Rs.24.40 lakhs and net worth of the Company was Rs.2.53 Crores as on 31March 2018

ACKNOWLEDGEMENT

Your directors wish to thank the customers bankers and other business partners. Thedirectors also thank the staff for their contribution to the company's operations duringthe year under review.

On behalf of the Board
Place: Chennai R SURENDRAN
Date: May 14 2018 Chairman

Annexure-IV

Information under section 197(12) of the Companies Act 2013 read with Rule 5 of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 and formingpart of the board's report for the year ended March 31 2018

Nature of Disclosure

Particulars

a) Ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year Name of the Director / Designation % increase of remuneration in 2018 as compared to 2017 Ratio of Remuneration to Median Remuneration of employees
Mr. R Surendran Independent Chairman NIL
Mr. R Chandrasekar Non-Executive NA
Ms. A Kavitha Independent Director NA
b) Percentage increase in remuneration of CFO CS in the financial year Name of the KMP / Designation % increase in remuneration in 2018 as compared to 2017
Ms. Bala Ravi NA
Ms. S Sangeetha NA
c) Percentage increase in median remuneration of employees in the financial year
d) Number of permanent employees on the rolls of company (as of 31 March 2017) NIL
e) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration Not applicable as there are no employees other than the managerial personnel in the Company during the FY17 and FY18.
f) Affirmation that the remuneration is as per the remuneration policy of the company The remuneration is in line with the remuneration policy of the company.