On behalf of the Board of Directors it is our pleasure to present the 28thAnnual Report together with the Audited Statement of Accounts of S T Services Limited ("theCompany") for the year ended March 31st 2017.
FINANCIAL PERFORMANCE (Standalone)
| || |
(Amoun in Rupees)
|Financial Statements || |
| ||31/03/2017 ||31/03/2016 |
|Total Income ||1597967 ||1675899 |
|Profit/(loss) before Depreciation & Taxation ||159426 ||201339 |
|Depreciation ||45023 ||90988 |
|Profit before taxation ||114403 ||110351 |
|Provision for Income Tax ||35805 ||45939 |
|Provision for Deferred Tax ||(1724) ||(12091) |
|Net Profit/(Loss) After Tax ||80322 ||76502 |
|Less: Contingent Provision against Standard Assets. ||(7671) ||(2559) |
|Less: Earlier Year Provision Adjustment ||(8571) || |
|Less: Earlier Year TDS adjustment ||(153652) || |
|Profit/(Loss) brought forward from previous year ||1598601 ||1539956 |
|Profit available for appropriation ||1509009 ||1583300 |
|Less: transferred to special reserve. ||(16100) ||(15300) |
|Profit/(Loss) carried to Balance Sheet ||1492909 ||1598600 |
Reserve & Surplus
The balance of Reserve & Surplus as at 31st March 2017 stand atRs.1960534/-after making appropriations indicated above.
Summary of Operations
The Company is a Non Banking Financial Company and engaged in advancing of Loans andInvestments in shares and securities. The Company is also exploring other businessopportunities such as Infrastructure & Real Estate. Your Directors are hopeful toachieve better results in future.
With the view to conserve the resources of the Company the Directors are notrecommending any dividend.
Listing of Shares of the Company
The shares of the Company are listed at BSE Limited & The Calcutta Stock ExchangesLimited.
Change in Nature of Business
There was no change in the nature of business of the Company.
Material Changes and Commitments
No material changes and commitments affecting the financial position of the Companyoccurred between the ends of Financial Year to which the Balance Sheet relates on the dateof this report.
There was no significant and material orders passed by the regulators or courts ortribunals impacting the Going Concern status and Company's operations in future
Internal Financial Control
The Company has in place adequate internal control systems and procedures commensuratewith the size and nature of the business. These systems and procedures provide reasonableassurance of maintenance of proper accounting records reliability of financialinformation protection of resources and safeguarding of assets against unauthorized use.
Share Capital / Finance
Your Company has not issued any Equity Shares or shares with differential rights/Employee Stock Option Plan/ Sweat Equity Shares during the year.
Extract of Annual Return
Pursuant to section 92(3) of the Companies Act 2013 (the Act') and rule 12(1) ofthe Companies (Management and Administration) Rules 2014 extract of annual return isAnnexed as Annexure 1.
Directors' Responsibility Statement
Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of theCompanies Act 2013 your Directors confirm that: (a) In the preparation of the annualaccounts the applicable accounting standards had been followed along with properexplanation relating to material departures; (b) The directors had selected suchaccounting policies and applied them consistently and made judgments and estimates thatare reasonable and prudent so as to give a true and fair view of the state of affairs ofthe company at the end of the financial year and of the profit and loss of the company forthat period;
(c) The directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities; (d)The directors had prepared the annual accounts on a going concern basis; and (e) Thedirectors had laid down internal financial controls to be followed by the company and thatsuch internal financial controls are adequate and were operating effectively.
(f) The directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.
Statutory Auditors their Report and Notes to Financial Statements
Ratification of appointment of Statutory Auditors is being sought from the members ofthe Company at the ensuing AGM.
Further the report of the Statutory Auditors along with notes to Schedules is enclosedto this report. The observations made in the Auditors' Report are self-explanatory andtherefore do not call for any further comments.
Details of the various meetings held during the financial year 2016-17 is been given inthe Corporate Governance Report.
Corporate Governance Report
Your Company recognizes the importance of good Corporate Governance in buildingshareholders confidence improving investor protection and enhancing Long-term enterprisevalue. A report on Corporate Governance is annexed.
The Chief Financial Officer of the Company has submitted a certificate to the Board asrequired under Regulation -27(2) of the Listing Agreement for the year ended 31-03-2017.
In terms of Section 204 of the Act and Rules made there under M/s. Anurag Fatehpuria(Membership No: A34471) a Practicing Company Secretary (COP No: 12855) have beenappointed as Secretarial Auditors of the Company. The report of the Secretarial Auditorsis enclosed as Annexure 2 to this report. The report is self-explanatory and do notcall for any further comments.
Particulars of Loans Guarantees or Investments under sec-186 of Companies Act 2013
a) Details of Loans and Advances Given (Unsecured):(Provided for Business Purposes)
|Name of the Borrower ||Amount |
|Auro Impex & Chemicals Pvt. Ltd. ||2411118 |
|Gallon Holdings Pvt. Ltd. ||1058586 |
|Haryana Steel Supply Co. Pvt. Ltd. ||4995779 |
|Metal Engg. & Treatment Co. Pvt. Ltd. ||4349000 |
|Metanpart ||669077 |
|Mohit Paper Mills Ltd. ||2948552 |
|Mohit Petrochemicals Ltd. ||65867 |
|Neomet Consultants Pvt. Ltd. ||1338153 |
|Ramesh Chandra Juneja ||1962000 |
|Shakambari Aromatics Pvt. Ltd. ||1926000 |
|Stahlmet Casting Pvt. Ltd. ||1471969 |
b) Details of Investments :
Details of related party transaction are given in the Notes to the Financial Statement.
Related party transactions
Details of related party transactions are given in the Notes to the FinancialStatements.
Risk Management Policy
Pursuant to section 134(3)(n) of the Companies Act 2013 the Company has adopted aRisk Management policy. The Board identifies some risks that may affect the business ofyour Company and segregate them in various categories. Based upon such categories Boardhas directed the management to adopt and follow certain preventive steps. Board reviewsthe Risks periodically.
Vigil Mechanism Policy
The Board has adopted a whistle blower policy for the Company. The policy is formulatedto provide opportunity to all the employees to access in good faith to the AuditCommittee of the Company in case they observe any unethical and improper practice orbehavior or wrongful conduct in the Company.
Declaration by independent directors
The Independent Directors have submitted their declaration of independence as per theCompanies Act 2013 to the Board.
Corporate Social Responsibility
The Companies (Corporate Social Responsibility Policy) Rule 2014 is not applicable tothe Company.
Directors and Key Managerial Personnel
Mr. Sushanta Mondal ( DIN 00013059) & Mr. Shiv Kumar Jaria (DIN:01082212) Directorsretire by rotation at the forthcoming Annual General Meeting and being eligible offerthemselves for reappointment.
Formal Annual Evaluation
The Board has adopted a policy for evaluation of itself along with all its committeesand all the directors individually. Based on such policy the Board in its first BoardMeeting held after the financial year 2015-16 performed an evaluation of its own workingof all its committees and personal evaluation of Directors.
Transfer of Amounts to Investor Education and Protection Fund
There were no funds which were required to be transferred to Investor Education andProtection Fund (IEPF).
Your Company has not accepted any deposits from public in terms of Section 73 of theCompanies Act 2013 and the Companies (Acceptance of Deposits Rules) 2014.
Particulars of Employees (Managerial Remuneration)
The information required pursuant to sec-197 read with Rule 5 of The CompaniesAppointment and Remuneration of Managerial Personnel) Rules 2014 The ratio ofremuneration of median employee to that of the Managing Director and Company Secretary are1:1 and 1:1 respectively. No other directors get any remuneration from the Company.
Energy technology absorption foreign exchange earnings and outgo
The nature of the Company's business does not require involving any type of energyconsumption or adaptation of any technology.
The particulars required to be furnished under Rule 8 of the Companies (accounts)Rules 2014 : i) Part A and B pertaining to conservation of energy and technologyabsorption are not applicable to the Company. ii) Foreign Exchange earnings and outgo areas under:
|Earnings : ||Rs. ||Nil |
|Outgo : ||Rs. ||Nil |
Your Directors would like to express their sincere appreciation of the cooperationassistance received from everyone related to the Company during the year under review.
| ||For and on behalf of the Board |
| ||S T SERVICES LIMITED |
| ||SD/- |
| ||(Managing Director) |
|Date : 30-05-2017 ||(DIN: 00556652) |
|Place : Kolkata || |