Your Directors a r e p l e a s e d t o p r e s e n t Twenty Sixth Annual Reporttogether with Audited Financial Statements for the financial year ending 31st March2017.
The Financial Results for the year under review are given below:
| || ||(Rs. In Lacs) |
| ||Year ended ||Year ended |
|Particulars ||31.03.2017 ||31.03.2016 |
|Total Revenue ||185.84 ||194.07 |
|Profit before tax ||3.16 ||0.47 |
|Less : Provision for Taxation || || |
|Current Tax ||1.46 ||1.08 |
|Earlier Year Tax ||1.19 ||0.19 |
|Deferred Tax ||(0.53) ||(1.30) |
|Profit after tax ||1.04 ||0.50 |
In order to strengthen the financial position of the company the Board of Directorshave decided not to recommend any dividend for the Financial Year ended 31st March2017 and plough back the profits of the company in its business.
TRANSFER TO RESERVE
The company does not propose to transfer any amount to reserve
The total revenue for the financial year under review is Rs. 185.84 Lacs against Rs.194.07 Lacs in previous year. During the year the Company has earned Profit after Tax ofRs.1.04 Lacs in comparison to the previous year Profit after Tax of Rs. 0.50 Lacs. Thedirectors are hopeful for better performance in the ensuing years.
WEBSITE OF THE COMPANY
The Company maintains a website www.pagariaenergy.com
DIRECTORS AND KEY MANAGERIAL PERSONNEL
In accordance with the articles of the Company and the provisions of the Companies Act2013 Mr. Rajesh Kumar Pagaria will retire by rotation at the ensuing Annual GeneralMeeting and being eligible offer himself for re-appointment on the Board of your Company.Your Directors recommend his re-appointment.
The Board appointed Mrs. Garima Smriti as "Company Secretary & ComplianceOfficer" w.e.f 30th May 2016 .
At the Annual General Meeting held on 30th September 2016 Mrs. Mamta Bhansali(Independent women Director) was regularized from Additional Director to Director.
EXTRACT OF ANNUAL RETURN
The Extracts of the Annual Return for the financial Year 2016-17 as stipulated in Form-MGT-9pursuant to sub-section 3 of section 92 of the Companies Act 2013 and sub rule 1 ofrule 12 of the Companies (Management and Administration) Rules 2014 is given in AnnexureI which forms part of this Report
The Composition and terms of reference of the Audit Committee has been furnished in theCorporate Governance Report forming part of this Annual Report. There has been no instancewhere the Board has not accepted the recommendations of the Audit Committee.
INDEPENDENT DIRECTOR'S DECLARATION
The Company has received necessary declaration from all Independent Directors inaccordance with section 149(7) of the Companies Act 2013 that they meet the criteria ofindependence as laid down in section 149(6) of the Companies Act 2013 and the SEBI(Listing Obligation and Disclosure Requirements) Regulations 2015.
ANNUAL EVALUATION OF BOARD'S PERFORMANCE
According to Regulation 25 of SEBI (Listing Obligation and Disclosures Requirement)Regulations 2015 and Schedule IV of the companies Act 2013 a meeting of the IndependentDirectors is required to be held to review the performance of the Non- IndependentDirectors and the Board as a whole. Accordingly a separate meeting of IndependentDirectors was held on 31st March 2017 wherein the performance of the Non-ExecutiveDirectors and the Boards as a whole was evaluated.
LISTING OF SHARES
Your Company is listed with Delhi Stock Exchange and Bombay Stock Exchange and theCompany has paid the listing fees.
SUBSIDIARY/ASSOCIATES/JOINT VENTURE COMPANIES
The Company does not have any subsidiary/associate/joint venture company for the yearended 31stMarch 2017.
The Auditors of the Company M/s H.R. AGARWAL & ASSOCIATES CharteredAccountants (Firm Registration No. 323029E) have been appointed at the Annual GeneralMeeting on 30th September 2014. The Company has received consent of theAuditors for Confirmation of office for the current year. Their appointment to the officeis subjected to the ratification by the members at the each Annual GeneralMeeting.
The observations of the Auditors as referred to in the Auditor's Report are suitablyexplained in the notes to the account.
The Board of Directors of the Company had appointed M/s. MR & Associates afirm of Company Secretaries pursuant to the provisions of Section 204 of the CompaniesAct 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 for undertaking the secretarial audit of the company for the financial year ended2016-17. The Secretarial Audit Report in Form MR-3 given by the Secretarial Auditoris given in Annexure II which forms a part of this report
COMPLIANCE WITH THE ACCOUNTING STANDARDS
The Company prepares its accounts and other financial statements in accordance with therelevant accounting principles and also complies with the accounting standards issued bythe Institute of Chartered Accountants of India.
In accordance with the SEBI (LODR) Regulation 2015 the Corporate Governance Reportand Auditor's Certificate regarding compliance of conditions of Corporate Governance isannexed h e r e t o .
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134 of the Companies Act 2 0 1 3 the Board of Directors of theCompany hereby state and confirm that
I. In the preparation of the annual accounts for the year ended March 31 2017 theapplicable accounting standards have been followed along with proper explanation relatingto material departures.
II. The directors have selected such accounting policies and applied then 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 31stMarch 2017 and of the Profit of the Company for the year ended on that date.
III. The directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of those Acts forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities.
IV. The annual accounts have prepared on a going concern basis.
V. The Directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and are operatingeffectively; and
VI. The Directors have devised proper systems to ensure compliance with the provisionsof all applicable Laws and that such systems are adequate and operating effectively.
During the year your Company has not accepted any deposits from the public within themeaning of Section 73 of the Companies Act 2013 and the rule made there under.
PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS
The Company has not given any loans guarantees or made any investments exceeding sixtyper cent of its paid up share capital and free reserves including Securities PremiumAccount or one hundred per cent of its free reserves including securities premium Accountwhich is more as prescribed in Section 186 of the Companies Act 2013
PARTICULARS OF EMPLOYEES
None of the employees of the Company was in receipt of remuneration exceeding thelimits prescribed under section 134 of the Companies Act 2013.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO
As required under Section 134(3) (m) of the Companies Act 2013 read with rules madethere under the information relating Conservation of Energy Technology Absorption andForeign Exchange Earning & Outgo is given in Annexure III. This forms a part ofthis Report.
Your Directors would like to place on record their appreciation for the assistanceco-operation and whole-hearted support received from Company's bankers advisorscustomers and investors and all whose continued support has been a source of strength tothe Company. Your Directors place on record their appreciation for the valuablecontribution made by employees at all levels.
Date: May 30 2017