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BSE: 513405 Sector: Metals & Mining
BSE 00:00 | 06 Jan PALCO Ltd
NSE 05:30 | 01 Jan PALCO Ltd
OPEN 0.19
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Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.19
Sell Qty 1500.00
OPEN 0.19
CLOSE 0.19
52-Week high 0.19
52-Week low 0.00
Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.19
Sell Qty 1500.00

PALCO Ltd. (PENNARALUM) - Director Report

Company director report

Dear Members

Your Directors have pleasure in presenting the 29th Annual Report on the operations ofPalco Limited together with the audited financial statements for the year ended March 312019. The financial results of the Company are as follows:

1. Financial Results:

(In Lakhs)

PARTICULARS (2018-19) (2017-18)
Net Income & Other Income Nil Nil
Operating expenditure 11.80 15.56
Operating Profit (11.80) (15.56)
Interest & Depreciation Nil Nil
Provision for taxes (Current & Deferred) Nil Nil
Profit/Loss after Tax(PAT) (11.80) (15.56)

2. Review of Operations and State of Company's Affairs:

The Company is not in operations since 2005 as the assets of the Company had beentaken over by Asset Reconstruction Company (India) Limited (ARCIL) under theSecuritization and Reconstruction of Financial Assets and Enforcement of Security InterestAct 2002. Since then the company is not operating and also the company does not have anyemployees and assets.

3. Dividend Fixed Deposits and General Reserves:

The company has not declared any dividend nor invited / accepted deposits from thepublic and there are no general reserves with the Company as there were no operations inthe company.

4. Extract of the Annual Return as per 92(3) Rule 12 in form MGT 9-134 (3)(a): Annexedto the Report as "Annexure-A"

5. Number of Meetings of the Board:

The Company has conducted 4 board meetings during the year on following dates with agap not exceeding 4 months between any two meetings 25.05.2018 09.08.2018 14.11.2018and 12.02.2019

6. Directors Responsibility Statement:

Pursuant to Section 134 (5) of the Companies Act 2013 your Directors confirm that tothe best of their knowledge and belief and according to the information and explanationobtained by them

i. In the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanation relating to material departures;

ii. Such accounting policies as mentioned in the notes to the financial statements havebeen selected and applied consistently and judgments and estimates that are reasonable andprudent made so as to give a true and fair view of the state of affairs of the Company atthe end of the financial year 201819 and of the profit or loss of the Company for thatperiod;

iii. Proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

iv. The annual accounts for the year 2018-19 have been prepared on a going concernbasis.

v. That proper internal financial controls were in place and that the financialcontrols were adequate and were operating effectively.

vi. That system to ensure compliance with the provisions of all applicable laws were inplace and were adequate and operating effectively.

7. Nomination & Remuneration Policy

Board of Directors looks after the criteria for determining Qualifications PositiveAttributes and Independence of the Directors and others as per Companies Act 2013. TheCompany is not paying any remuneration to the Directors No sitting fee is paid todirectors for attending the Meetings.

8. Statutory Auditor

In terms of section 139(1) of the Companies Act 2013 M/s. M.N. Rao & associatesChartered Accountants Hyderabad were appointed as the Statutory Auditors of the Companyto hold office for the period of 5 years from the conclusion of 25th Annual GeneralMeeting till the conclusion of 30th Annual General Meeting.

9. Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act 2013 and The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hasappointed M/s. Jineshwar Kumar Sankhala a Company Secretary in Practice to undertake theSecretarial Audit of the Company. The Secretarial Audit Report is annexed herewith as"Annexure B" to this report.

10. Explanation / comments by the Board on every Qualifications Reservations AdverseRemarks or Disclaimers made by the Statutory Auditors & the Practicing CompanySecretary in their Reports:

The Notes on financial statements referred to in the Auditors' Report areself-explanatory and do not call for any further comments. The Auditors' Report does notcontain any qualification reservation or adverse remark.

Secretarial Auditor in their Report have raised following qualifications:

1. Board is of the opinion that the Company is not carrying any commercial operationsand cannot afford to appoint Key Managerial Persons Internal Auditor payment of listingfee etc.

2. the Company will endeavour to comply all the compliances of SEBI and Companie Act.

11. Internal Auditors:

The company has not appointed internal auditors pursuant to the provisions of section138 and rule 13 of companies (Accounts) rules 2014.

12. Particulars of the LoansGuarantees Security or Investments and the purpose forwhich the Loan Guarantee or Security is proposed to be utilized by the recipient as per186:

The Company has not given any loan guarantee nor made investment covered under theprovisions of section 186 of the Companies Act 2013.

13. Particulars of Contracts or Arrangements with the Related Parties along with thejustification for entering into such transactions as per 188(1)-134(3)(h) & Rule 8(2):

Since there are no operations there are no contract and arrangement with relatedparties.

14. Material Changes And Commitments Affecting The Financial Position Of The Company

There have been no material changes and commitments if any affecting the financialposition of the Company which have occurred between the end of the financial year of theCompany to which the financial statements relate and the date of there port.

15. Conservation of energy technology absorption Research & Development andforeign exchange earnings and outgo:

The Company had no operations during the year and therefore power and fuelconsumptions are NIL.

Foreign Exchange Earnings and Out go: NIL

16. Risk management :

Pursuant to the provisions of section 134 (3) (n) and read with all other applicableprovisions of the Companies Act 2013 and the Companies (Accounts) Rules 2014 (includingany statutory modification(s) or re-enactment thereof for the time being in force) and asper SEBI (LODR) Regulations 2015 the Risk management is Not applicable to the Company.

17. Corporate social responsibility :

Pursuant to the provisions of section 135 (1) and read with all other applicableprovisions of the Companies Act 2013 and the Companies (Corporate social responsibilitypolicy) Rules 2014 (including any statutory modification(s) or re-enactment there of forthe time being in force) corporate social responsibility is Not applicable to theCompany.

18. Performance & Financial Position of the Subsidiaries / JVs / AssociateCompanies:

There are no Subsidiary Companies nor is the Company subsidiary to any company.

19. Names of the Companies which have ceased to be Subsidiaries / JVs / Associates: Nil

20. Change in the nature of business if any:

There is no business in the Company and further the Company is not carrying out anybusiness activity.

21. Directors and Key Managerial Personnel

In accordance with the provisions of the Companies Act 2013 and the Articles ofAssociation of the Company Mrs. Bhuvaneswari Kovvuri retires by rotation at the ensuingAnnual General Meeting and being eligible offers herself for re-appointment.

Mr. Venkat Reddy Kovvuri has been appointed as Managing Director of the Company on 28thJune 2019.

Ms. Priyanka Chopra has been appointed as Company Secretary and Compliance Officer ofthe Company on 28th June 2019.

22. Details of the Deposits as per the Chapter V :

The Company has not accepted any deposits under the provisions of the CompaniesAct2013.

23. Details of the Deposits not in compliance of requirements of Chapter V of the Act:NIL

24. Details of the Significant & Material orders passed by the Regulators/ Courts/Tribunals impacting the going concern status of Company's operations in future:

There are no such significant and material orders passed by the regulators / Courts /tribunals impacting the companies operations. However the Company is not operating and ison going concern company.

25. Details in respect of the adequacy of Internal Financial Controls with reference tothe Financial Statements - Rule 8(5)(viii):

The Company has in place adequate internal financial controls with reference tofinancial statements. During the year such controls were tested and no reportablematerial weakness in the design nor operation was observed.

26. Disclosure regarding receipt of commission by a director from the holding orsubsidiary of a company in which such person is a managing or whole-time director:

None of the Directors have received any commission from any Holding or Subsidiary (TheCompany does not have holding or subsidiary Company)

27. Manner of formal annual evaluation of own performance of the board committees andindividual Directors:

The Company has made the annual evaluation on the performance of the Board Committeesand Individual Directors.

28. Report on corporate governance and management discussion and analysis report

Pursuant to the Regulation15 (2) of Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 the Compliance with thecorporate governance provisions as specified in regulations 17 to 27 and 46 (2) and ParaC D and E of Schedule V are not applicable to the Company since its paid-up share capitalthough exceed Rupees 10 Crore but its net-worth does not exceed Rupees 25 Crore as on thelast day of previous financial year i.e. 31st March 2019.

Accordingly for the year under review the reports stating compliance with the Code ofCorporate Governance and the Management Discussion and Analysis have not been annexed tothis Report.

29. Vigil Mechanism /Whistle Blower Policy:

Pursuantto Section 177 of the Companies Act 2013 read with Rule 7 of Companies(Meetings of Board and its Powers) Rules 2014 the Company has established a WhistleBlower Policy to deal with instance of fraud and mismanagement ifany.

30. Particulars of Employees and related disclosures:

There are no employees whose details are required to be given under Section 197 of theCompanies Act 2013.

31. Appreciation:

Your Directors express their gratitude to the shareholders.

By order of the Board of Directors
For Palco Limited
Venkata Reddy Kovvuri
Managing Director
Place: Hyderabad (DIN: 07778118)
Date : 13.08.2019