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Party Cruisers Ltd.

BSE: 535374 Sector: Others
NSE: PARTYCRUS ISIN Code: INE06ZX01015
BSE 05:30 | 01 Jan Party Cruisers Ltd
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Party Cruisers Ltd. (PARTYCRUS) - Director Report

Company director report

To

The Members

Party Cruisers Limited

1. INTRODUCTION

Your Directors are elated in presenting their 27th Report on the AuditedFinancial Statements for the Financial year ended 31st March 2021.

2. FINANCIAL RESULTS

(Actuals)

Particulars 2020-21 2019-20
Total Income 91001691.00 158857417.00
Profit before Interest Depreciation and Tax 9425301.00 18696145.00
Finance Cost - -
Depreciation 2796584.00 2430462.00
Profit before Tax and Exceptional Items 6628717.00 16265683.00
Extraordinary Items Net (loss)/Gain (773507.00) (3005718.00)
Tax Expense 2128479.00 3251593.00
Net Profit for the year 5273746.00 10008372.00
Appropriations - -

3. BUSINESS OVERVIEW

The Net Profit stands at Rs. 5273746.00 for financial year under review as comparedto the previous financial. Due to slag market situations owing to COVID-19 Restrictionsthe Company has managed to cope up with the sales at Rs. 91001691.00 for the year underreview as compared to sales of Rs. 158857417.00 in the previous financial year.Further the Board of Directors looks towards the future performance with a positiveapproach.

4. DIVIDEND

Directors of the Company are unable to declare any dividend for the financial yearunder review.

5. SUBSIDIARIES

The Company does not have any subsidiary company as on 31st March 2021. TheCompany did not acquire or dispose off the stake in any subsidiary company during thefinancial year under review.

6. CORPORATE SOCIAL RESPONSIBILITY

Since the Company does not exceed the threshold limits provided for applicability ofCorporate Social Responsibility related provisions in Companies Act 2013 the provisionsof Corporate Social Responsibility are not applicable to the Company.

7. STATUTORY AUDITORS

M/s. Ramanand & Associates Chartered Accountants (FRN: U7776W) the StatutoryAuditors of the Company have given their consent for ratification of their appointment asthe Statutory Auditor of the Company for the financial year ending 31st March2022 upon the Company approaching the Statutory Auditors for their re-appointment and aneligibility letter to the effect that such appointment if made shall be within thelimits prescribed under Section 141 of the Companies Act 2013. The Statutory Auditorshave also given their eligibility certificate.

The Board of Directors of the Company recommend the appointment of the StatutoryAuditors for the period from 1st April 2021 till 31st March 2022.

8. SECRETARIAL AUDITORS

M/s. H V Gor & Co Company Secretaries have been appointed in the Board Meetingheld on May 8 2021 as the Secretarial Auditors of the Company u/s 204 of the CompaniesAct 2013 to conduct Secretarial Audit of the matters of the Company and report thereoffor the period from 1st April 2021 till 31st March 2022.

The Report of the Secretarial Auditors of the Company for the period under review hasbeen annexed to the Board Report under Annexure V.

9. EXPLANATION OR COMMENTS ON QUALIFICATIONS RESERVATIONS OR ADVERSE REMARKS ORDISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS.

There was no qualification reservation or adverse remark made by the Auditors in theirreport.

10. BOARD OF DIRECTORS OF THE COMPANY:

The Board of Directors of the Company as on the date of this report stands as follows:

Name of the Director DIN Designation
1. Mrs. Rachana Zuzer Lucknowala 02466195 Managing Director
2. Mr. Firoz Hatim Lucknowala 01553122 Whole Time Director
3. Mr. Armaan Zuzer Lucknowala 07961568 Non-Executive Non Independent Director
4. Mr. Kartikeya Girish Desai 06676124 Independent Director
5. Mr. Manish Heeralal Chandak 08220007 Independent Director
6 Mr. Sameer Prem Bhagat 08614642 Independent Director

There has been no change in the Board of Directors of the Company during the periodunder review.

11. DECLARATION BY THE INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that theyfulfil all the requirements as stipulated in Section 149(6) of the Companies Act 2013 soas to qualify themselves to be appointed as Independent Directors under the provisions ofthe Companies Act 2013 and the relevant rules.

12. BOARD MEETINGS

During the financial year under review the meetings of the Board of Directors of theCompany were held on following dates:

Sr N Serial No. of Meeting Date of Meeting
1. I/2020-21 April 12 2020
2. II/2020-21 July 10 2020
3. III/2020-21 October 21 2020
4. IV/2020-21 December 29 2020
5. V/2020-21 January 14 2021
6. VI/2020-21 February 1 2021
7. VII/2020-21 March 1 2021

13. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES MADE PURSUANT TOSECTION 188 OF THE COMPANIES ACT 2013.

During the year under review there were no related party transactions which werematerial in nature.

14. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT PAYMENT OF REMUNERATION ANDDISCHARGE OF THEIR DUTIES.

The provisions of Section 178(1) relating to constitution of Nomination andRemuneration Committee are applicable to the Company and hence the Company has devised apolicy relating to appointment of Directors payment of Managerial remuneration Directorsqualifications positive attributes independence of Directors and other related mattersas provided under Section 178(3) of the Companies Act 2013.

15. INFORMATION PURSUANT TO RULE 5 (2) OF COMPANIES (APPOINTMENT & REMUNERATION OFMANAGERIAL PERSONNEL) RULES 2014.

The Company does not have any employee(s) who is in receipt of remuneration exceedingthe limits specified under Rule 5 (2) of Companies (Appointment & Remuneration ofManagerial Personnel) Rules 2014.

16. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION AND REDRESSAL) ACT 2013

The Company has duly set up an Internal Complaints Committee (ICC) in line with therequirements of The Sexual Harassment of Women at the Workplace (Prevention

Prohibition & Redressal) Act 2013 to redress complaints received regarding sexualharassment.

The following is a summary of sexual harassment complaints received and disposed offduring the year 2020-21

No of complaints received: Nil
No of complaints disposed off: Nil

17. DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (3) (c) read with Section 134 (5) of the Companies Act 2013your Directors state that:

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

b. They have in the selection of the accounting policies consulted the StatutoryAuditors and have applied them consistently and made judgments and estimates that arereasonable and prudent so as to give a true and fair view of the state of affairs of theCompany as at 31st March 2021 and of its Profit for the year ended on that date;

c. They have taken proper and sufficient care to the best of their knowledge andability for the maintenance of adequate accounting records in accordance with theprovisions of the Companies Act 2013 for safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities;

d. They have prepared the annual accounts for the year ended 31st March 2021 on a‘going concern' basis;

e. They have laid down Internal Financial Controls which are adequate and areoperating effectively;

f. They have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

18. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OFTHE COMPANIES ACT 2013.

The Company has not made any investments during the year under review.

19. DISCLOSURES OF AMOUNTS IF ANY TRANSFER TO ANY RESERVES.

It is not proposed to carry any amount to any reserves from the profits of the Company.

Hence disclosure under Section 134 (3) (j) of the companies act 2013 is not required.

20. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTSRELATE AND THE DATE OF THE REPORT.

No material changes and commitments affecting the financial position of the Companyoccurred between the end of the financial year to which this financial statement relate onthe date of this report

21. ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO:

The particulars as required under the provisions of Section 134(3)(m) of the CompaniesAct 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 in respect ofconservation of energy and technology absorption are not required to be furnishedconsidering the nature of activities undertaken by the Company during the year underreview. Further during the year under review the Company has neither earned nor used anyforeign exchange.

22. STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

The Company is not required to develop and frame Risk Management Policy. HoweverCompany has not come across any element of risk which may threaten the existence of theCompany.

23. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS /TRIBUNAL IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE.

There are no significant material orders passed by the Regulators / Courts / Tribunalwhich would impact the going concern status of the Company and its future operations.Hence disclosure pursuant to Rule 8 (5) (vii) of Companies (Accounts) Rules 2014 is notrequired.

24. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THEFINANCIAL STATEMENTS PURSUANT TO RULE 8 (5) (viii) OF COMPANIES (ACCOUNTS) RULES 2014:

The Company has an adequate Internal Financial Control system commensurate with thesize of its business operations.

25. EXTRACT OF ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule12 of the Companies (Management and administration) Rules 2014 is furnished along withthis report.

26. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

The Audit Committee consists of the following members:

Name of Director Designation Role
1. Mr. Manish Heeralal Chandak Independent Director Chairman
2. Mr. Sameer Prem Bhagat Independent Director Member
3. Mrs. Rachana Zuzer Lucknowala Managing Director Member

The above composition of the Audit Committee consists of independent Directors viz.Mr. Manish Chandak and Mr. Sameer Bhagat who form the majority.

The Company has established a vigil mechanism and oversees through the committee thegenuine concerns expressed by the employees and other Directors. The Company has alsoprovided adequate safeguards against victimization of employees and Directors who expresstheir concerns. The Company has also provided direct access to the chairman of the AuditCommittee on reporting issues concerning the interests of company employees and theCompany.

27. CORPORATE GOVERNANCE

Your Company is committed to adopting the best Corporate Governance practices. Itbelieves that proper corporate governance is not just a regulatory compliance but also afacilitator for enhancement of stakeholder's value. Reports on Corporate Governance formspart of this report.

28. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The management discussion and analysis report depicts the purview of the managementrelating to the segment in which business operates and future scope of business of theCompany. It also mentions the belief of the management in adopting sound practices ofbusiness with emerging trends in the event management.

The Management Discussion and Analysis report forms part of this report.

29. CEO AND CFO CERTIFICATION:

The Company has not designated a Chief Executive Officer. Mr. Zuzer Hatim LucknowalaChief Executive Officer and Ms. Phyllis Anthony Polekad Chief Financial Officer haveprovided a certification which forms part of this report.

30. APPRECIATION AND ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the co-operationand support of the Company's Bankers its valued customers employees and all otherintermediaries concerned with the Company's business.

Your directors are grateful towards all members for supporting and sustaining us duringthe intricate days. We look forward to your continued support and reiterate that we aredetermined to ensure that the plans are successfully implemented.

For Party Cruisers Limited For Party Cruisers Limited
SD/- SD/-
Mrs. Rachana Z Lucknowala Mr. Firoz H Lucknowala
Date: September 6 2021 (DIN: 02466195) (DIN: 01553122)
Place: Mumbai Managing Director Director

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