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Sagar Systech Ltd.

BSE: 511254 Sector: Financials
NSE: N.A. ISIN Code: N.A.
BSE 05:30 | 01 Jan Sagar Systech Ltd
NSE 05:30 | 01 Jan Sagar Systech Ltd

Sagar Systech Ltd. (SAGARSYSTECH) - Director Report

Company director report

To The Members

Your Directors have pleasure in presenting the Thirty-Fourth (34th) AnnualReport on the business operations and state of affairs of the Company together with theAudited Financial Statements for the financial year ended 31st March 2018.

1. FINANCIAL RESULTS

The Company's financial performances for the year under review along with previous yearfigures are given hereunder:

Partiaians Current Year Amount Rs. 2017-2018 Previous Year Amount Rs. 2016-2017
Income FromOpesaions - -
Oher Income 65.000 606020
T"al Income 65.000 606020
T"al Expensess 85.558 411988
Profit/Loss beeorelrtErest Depreaaion&Tax (171058) 194032
Less: merest - -
Profit Etefore Depreaaion (171058) 194032
Less: Depreaaion - -
Profit After Depreaaion and Irterest (171058) 194032
Less: Current Income Tax - -
Less: PrevausyearAdjusnent of Income Tax - -
Less: DeeerredTax 152088 -
Net Profit After Taxation (323146) 194032
Eaance carried to Eaance Sheet (323146) 194032
EarninngPer Share (E&sc/Hlued) (101) 061

2. RESERVES & SURPLUS

Company incurred loss of Rs.323146/- for the financial year ended 31stMarch 2018 so there is NIL amount proposed to be transferred to General Reserve.

3. DIVIDEND

In view of the absence of Income from operations your Directors regret to declare anydividend for the financial year 2017-18.

4. SHARE CAPITAL

The paid up share capital of the Company as on 31st March 2018 isRs.3200000/- ( Rupees Thirty Two Lakhs Only) divided into 320000 (Three Lakhs TwentyThousand) Equity shares of Rs.10/- (Rupees Ten Only) each. During the year under reviewthe Company has neither issued any shares with differential voting rights nor granted notany sweat equity.

5. PERFORMANCE REVIEW

During the financial year 2017-2018 Company has incurred a loss of Rs.323146 ascompared to previous year's net profit of Rs.194033/-. There was no Depreciationprovision required.

6. PERFORMANCE OF SUBSIDIARY / JOINT VENTURE/ ASSOCIATE COMPANIES:

The Company does not have any Subsidiary / Joint Venture/ Associate Company.

7. CONSOLIDATED FINANCIAL STATEMENT

Since the Company does not have any subsidiary the provisions of Section 129(3) of theCompanies Act 2013 read with Rue 5 of the Companies (Accounts) Rules 2014 is notapplicable to the Company.

8. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY THAT OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIALSTATEMENTS RELATE AND THE DATE OF THE REPORT

There are no material changes and commitments affecting the financial position of theCompany that occurred between the end of the financial year to which this financialstatements relate and the date of this report.

9. PUBLIC DEPOSITS

During the year under review the Company has neither accepted nor renewed any depositswithin the meaning of Section 73 and 74 of the Companies Act 2013 read with the Companies(Acceptance of Deposits) Rues 2014.There are no outstanding deposits at the end of theyear.

10. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT 2013

During the year under review the Company has not given any loan or guarantee. Howeverdetails of investments made by the Company under Section 186 of the Companies Act 2013 isgiven as Note No.1 and forms part of Annual Accounts for the F. Y. 2017-18.

11. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

During the year under review there was no contract or arrangements made with relatedparties as defined under Section 188 of the Companies Act 2013.

In accordance with the Regulation 23 of the SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 the Company has in pace a Policy on Materiality of RelatedParty Transactions and a Policy on dealing with Related Party Transactions.

The Policy is available on the Company's website at www.sagasystech.com

The particulars as required under the Companies Act 2013 are furnished in Form AOC-2which is annexed as Annexure - A to this report

12. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Section 135 of the Companies Act 2013 read with the Companies (Corporate SocialResponsibility Policy) Rues 2014 is not applicable to our Company for the financial yearunder review.

13. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an internal control system commensurate with the size of theoperations and nature of its business activities. The Internal Auditor monitors andevaluates the efficacy and adequacy of internal control system in the Company itscompliance with operating systems accounting procedures and policies of the Company.

14. RISK MANAGEMENT

The Board of Directors of the Company has frame implement and monitor the RiskManagement Policy for the Company. The Board of Directors is responsible for reviewing therisk management pan and ensuring its efficiency.

15. WHISTLE BLOWER POLICY

As required under Regulation 22 of the Securities Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 the Company has an effectiveWhistle Bower Policy to deal with the instances of fraud and mismanagement. The policy isavailable on the Company's website at www.sagarsystech.com.

The policy provides for adequate safeguard against the victimisation of the employeesand Directors who express their concerns. The Company has also provided direct access tothe Chairman of the Audit Committee on reporting issues concerning the interests ofemployees and the Company. The Whistle Bower is overseen by the Audit Committee.

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

The Company has in pace an Anti-Sexual Harassment Policy in line with the requirementsof The Sexual Harassment of Women at the Workplace (Prevention Prohibition and Redressal)Act 2013. Internal Complaints Committee has been set up to redress the complaintsreceived regarding sexual harassment. All employees (permanent contractual temporarytrainees) are covered under this policy. There were no cases reported during the financialyear ended 31st March 2018.

17. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

(a) Cessation:

Mr. K. Chandrasekhar who was an Executive Director on the Board of the Company expiredon 24th October 2017 and thereby ceased to be a Director on the Board. TheBoard has been deeply saddened by the demise and paces on record deep appreciation for hisinsighttul contribution to the Company.

Ms. Dipali Shah (DIN: 07141559) and Mr. Benny Itty (DIN: 02538246) resigned as Directorof the Company with effective from 29th May 2018.

(b) Appointment of Director:

The Board has appointed Mrs. Meena Mukesh Babu (DIN:00799732)as Additional Director andManaging Director and Mr Vijay Vora (DIN:00224394) and Mr. Mehul Patel (DIN:00221945) asIndependent Director for the period of Five year with effect from 29th May2018. The necessary Resolutions seeking approval of the shareholders of the Company areincluded in the Notice convening the Annual General Meeting The Board recommends theshareholders to approve the appointments.

(c) Retirement By Rotation

In terms of the provisions of Section 152(6) of the Companies Act 2013 Mr. MukeshBabu Director (DIN:00224300) retires by rotation at the forthcoming Annual GeneralMeeting and being eligible offers himself for re-appointment. The Board recommends hisre-appointment.

In accordance with Regulation 36 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and applicable provisions of the Companies Act 2013brief profile of the Director to be appointed / re-appointed is included in the Noticewhich forms part of this Annual Report.

(d) Key Managerial Personnel:

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

1. Mrs. Meena Mukesh Babu - Managing Director - appointed w.e.f. 29-05-2018

2. Mr. Kalpesh Damor - Chief Financial Officer - appointed w.e.f. 10-08-2018

3. Mr. Umesh Patil - Company Secretary & Compliance Officer- appointed

w.e.f. 29-05-2018

18. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received a declaration from Independent Directors at the time of theirrespective appointments and also at the first meeting of the Board of Directors held inFinancial Year 2018-19 that they meet the criteria of independence specified undersubsection (6) and (7) of Section 149 of the Act read with Rue 5 of theCompanies(Appointment and Qualification of Directors) Rues 2014 and SEBI LODRRegulations for holding the position of IDs and that they shall abide by the "Codefor Independent Directors" as per Schedule IV of the Act.

19. BOARD AND COMMITTEES

THE BOARD

Board consist of Non-executive Director and independent Directors. Below is thecomposition of the same as on 31st March 2018:

Board Composition

Sr.No. Name of Director Designation Executive/ Non-executive Independent/ Non-Independent
1- Mr. Mukesh Babu Chairperson and Director Non-executive Non-Independent
2. Mrs. Dipali Shah Director Non-executive Non-Independent
2. Mr. K. Chandrasekhar * Director Non-Executive Independent
3. Mr. Benny Itty Director Non-executive Independent

* Expired on 24th October 2017.

II MEETINGS OF THE BOARD

The Board meets at regular intervals to discuss and decide on Company's businesspolicies and strategies. A tentative annual calendar of the Board and Committee Meetingsis informed to the Directors in advance to facilitate them to pan their schedule and toensure meaningful participation in the meetings. However in case of a special and urgentbusiness need the Board's approval is taken by passing resolutions through circulationas permitted by law which is confirmed at the subsequent Board meeting.

The notice of Board meeting is given well in advance to all the Directors of theCompany. Meetings of the Board are held in Mumbai Maharashtra. The agenda of the Board /Committee meetings is circulated 7 days prior to the date of the meeting.

During the year under review the Board of Directors met four (4) times on 30thMay 2017 12th August 2017 08th November 2017 12thFebruary 2018. As stipulated the gap between two meetings did not exceed 120 days.

Sr.No Name of Director Designation No. of Board meeting held No. of Board. Meeting Attend
1. Mr. Mukesh Babu Chairperson and Director 4 4
2. Mrs. Dipali Shah Director 4 4
3. Mr. K. Chandrasekhar * Director 4 2
4. Mr. Benny Itty Director 4 4

*Expired on 24th October 2017.

II COMMITTEES OF BOARD A AUDIT COMMITTEE

As required under Section 177 of the Companies Act 2013 Company has a competent AuditCommittee consisting of Independent Directors and non executive Director of the.

Sr.No Name of Director Committee Designation Executive/ Non executive Independent / NonIndependent
1. Mr. Benny Itty Chairperson Non-executive Independent
2. Mr. K Chandrasekhar * Member Non-executive Non-Independent
3. Mr. Mukesh Babu Member Non-executive Non-Independent
4. Ms. Dipali Shah Member Non-executive Non-Independent

*Expired on 24th October 2017. After his death Ms. Dipali Shah wasappointed as a Member of Committee.

All the Members of the Committee have requisite qualification for appointment on theCommittee and possess sound knowledge of finance accounting practices and internalcontrol.

B NOMINATION AND REMUNERATION COMMITTEE

As required under Section 178(1) of the Companies Act 2013 Company has a competentNomination and Remuneration Committee consisting of Independent Directors andNon-executive director s of the company. The composition of Nomination and RemunerationCommittee is as followed :-

Sr.No. Name of Director Committee Designation Executive/ Non-executive Independent/ Non-Independent
1. Mr. K Chandrasekhar * Chairperson Non -executive Independent
2. Mr. Benny Itty Member Non-executive Independent
3. Mr. Mukesh Babu Member Non-executive Non-Independent
4. Ms. Dipali Shah Member Non-executive Non-Independent

*Mr. K Chandrasekhar expired on 24th October 2017. After his death Mr.Benny Itty was appointed as the Chairperson and Ms. Dipali Shah was appointed as a Memberof Committee.

During the year under review no remuneration is paid to any Director of the Company.

C STAKEHOLDERS RELATIONSHIP COMMITTEE

Pursuant to Section 178(5) of the Companies Act 2013 Company has constituted"Stakeholders Relationship Committee" specifically to look into the mechanism ofredressal of grievances of Company's stakeholders. The composition of StakeholdersRelationship Committee is:

Sr.No. Name of Director Committee Designation Executive/ Non-executive Independent/ Non-Independent
1. Mr. K Chandrasekhar * Chairperson Non -executive Independent
2. Mr. Benny Itty Member Non-executive Independent
3. Mr. Mukesh Babu Member Non-executive Non-Independent
4. Ms. Dipali Shah Member Non-executive Non-Independent

*Mr. K Chandrasekhar expired on 24th October 2017. After his death Mr.Benny Itty was appointed as the Chairperson and Ms. Dipali Shah was appointed as a Memberof Committee.

The Company has appointed Link Intime India Private Limited as its Registrar and ShareTransfer Agent (RTA). Mr. Mukesh Babu Director and/or Mr. Umesh Patil Company Secretaryand Compliance officer of the Company oversee the compliance for complying with therequirements of the SEBI Listing Regulations and SEBI (Prohibition of Insider Trading)Regulations as amended from time to time as well as the functioning of the RTA.

The status of complaints is reported to the Board on a quarterly basis. Details ofinvestors' complaints as on 31st March 2018 are given below:

No. of complaints received during the year NIL
No. of complaints resolved during the year NIL
No. of complaints pending at the end of the year NIL

All Shareholder / Investor complaints are redressed within the time frame prescribed bythe SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and therewere no pending requests for the financial year ended March 31 2018.

The Secretarial Department of the Company and Link Intime India Private Limited (RTA)attends all the grievances of the shareholders received directly or through SEBI StockExchanges Ministry of Corporate Affairs Registrar of Companies etc.

20. BOARDS EVALUATION

Pursuant to the provisions of the Companies Act 2013 and as prescribed by the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015; the Board has framedan Evaluation Policy for evaluating the performance of the Board Chairman ManagingDirector Non-executive Directors Independent Directors and its Committees The Policyinter alia provides the criteria for performance evaluation such as Board effectivenessquality of discussion contribution at the meetings business acumen strategic thinkingrelationship with the stakeholders corporate governance practices contribution of theCommittees to the Board in discharging its functions etc.

A meeting of the Independent Directors was held during the year under review.

21. TRAINING IMPARTED TO THE INDEPENDENT DIRECTORS

As required under Regulation 25(7) of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 every Independent Director of the Board is familiarisedby the Executive Directors/ Senior Managerial Personnel about the Company's strategyoperations organisation structure human resources quality finance and risk management.

Further at the time of appointment of an independent director the Company issues aformal letter of appointment outlining his/ her role functions duties andresponsibilities as a director. The terms and conditions of letter of appointment isavailable on the Company's website at www.sagarsvstech.com.

22. POLICIES OF THE COMPANY

The Company is determined in maintaining a good corporate governance practice and has arobust system for smooth and effective functioning of the Board. Various policies havebeen framed by the Board of Directors as required under the Companies Act 2013 and SEBIListing Regulations in order to follow a uniform system of procedures. These policies areperiodically reviewed and updated by the Board of Directors of the Company from time totime. Following are some of the major policies adopted by the Company:

1. Code for Insider Trading Policy

2. Nomination & Remuneration Policy

3. Policy on materiality of Related Party Transactions

4. Policy on dealing with Related Party Transactions

5. Whistle Blower Policy

6. Document Retention and Archival Policy

7. Code for Directors and Senior Managerial Personnel

8. Policy on evaluation of Directors

9. Policy on prevention of Sexual Harassment of Women at Workplace

The aforementioned policies are available on the website of the Company and can beaccessed at www.sagarsystech.com.

23. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act 2013 theBoard hereby submit its Responsibility Statement that —

(a) in the preparation of the annual accounts for the year ended 31st March2018 the applicable IND-AS had been followed along with proper explanation relating tomaterial departures;

(b) they had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the company as at 31st March 2018 and of the profitand loss of the company as on that date;

(c) they 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) they had prepared the annual accounts on a going concern basis; and

(e) they had laid down internal financial controls to be followed by the company andthat such internal financial controls are adequate and were operating effectively;

(f) they had devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

24. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There were no significant and material orders passed by the Regulators / Courts whichwould impact the going concern status of the Company and its future operations.

25. STATUTORY AUDITORS

At the 33rd annual general meeting of the Company held on 29thSeptember 2017 the members of the Company had approved the appointment of M/S. ShahShah & Shah Chartered Accountants (FRN- 116457W) Mumbai as the Auditors of theCompany for a term a of five (5) years from the conclusion of the 33rd annualgeneral meeting until the conclusion of the 38th annual general meetingsubject to ratification of such appointment by the members at every annual generalmeeting in pursuance of the provisions of Section 139 of the Companies Act 2013 and theCompanies (Audit and Auditors) Rules 2014.

However vide the Companies (Amendment) Act 2017 and the Companies (Audit andAuditors) Amendment Rues 2018 the requirement for ‘seeking ratification ofappointment of the auditors (appointed for five year term) at every annual generalmeeting' has been omitted. This amendment has come into effect on 7th May 2018. In viewof the aforesaid amendment the ratification of the appointment of the auditors will notbe necessary going forward. However in view of the resolution passed at the 33rdannual general meeting it is proposed to ratify the appointment of the Auditors andconfirm their appointment up to the conclusion of the 38th annual generalmeeting of the Company without the requirement of any further ratifications by themembers.

The Company has received written consent and certificate of eligibility pursuant to theprovisions of Sections 139 141 and other applicable provisions ii any of the CompaniesAct and rues framed thereunder (including any statutory modification or re-enactmentthereof for the time being in force) from M/S. Shah Shah & Shah CharteredAccountants.

The approval of the Members is sought by passing an Ordinary Resolution forratification of the appointment of the Auditors upto the conclusion of the 38thAnnual General Meeting of the Company without the requirement of any further ratificationby the members in terms of Section 139 of the Companies Act 2013 and the Companies (Audit& Auditors) Rues 2014 made thereunder as amended by the Companies (Amendment) Act2017 and the Companies (Audit and Auditors) Amendment Rues 2018.

26. SECRETARIAL AUDITOR

The Board had appointed Mr. V. V. Chakradeo proprietor of V. V. Chakradeo & Co.Practising Company Secretary (Membership No.FCS-3382 & COP No.1705) to carry outSecretarial Audit under the provisions of Section 204 of the Companies Act 2013 for thefinancial year 2017-18. The Secretarial Audit Report is annexed to this report asANNEXURE- B E

27. STATUTORY AND SECRETARIAL AUDITOR OBSERVATION

The Statutory Auditors of the Company have not reported any fraud as specified underthe second proviso to Section 143(12) of the Companies Act 2013.

There are no qualifications reservations or adverse remarks or disclaimers in theStatutory Audit Report and Secretarial Audit Report

28. EXTRACT OF ANNUAL RETURN

The extract from the Annual Return in the form MGT 9 as required under Section 134 ofthe Companies Act 2013 read with Rue 8 (5) of the Company (Accounts) Rules 2014 isannexed to this report as ‘ANNEXURE - C'

29. PARTICULARS OF EMPLOYEES

During the year under review the Company has not employed any person. Hence thedisclosures required pursuant to Section 197(12) of the Companies Act 2013 read with Rue5(1) 5(2) & 5(3) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rues 2014 in respect of employees of the Company are not applicable to theCompany.

30. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

Your Company is not engaged in any manufacturing activities and therefore noparticulars are required to be disclosed under the Rue 8(3) of the Companies (Accounts)Rues 2014 in respect of conservation of energy and technology absorption.

Further there were no foreign exchange earnings and outgo during the year under review

31. MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

The Management Discussion and Analysis is annexed to this Report as Annexure - D andforms the integral part of this report and covers amongst other matters the performanceof the Company during the financial year under review as well as the future prospects.

32. POLICY FOR DETERMINATION OF MATERIALITY OF EVENTS OR INFORMATION

As required under Regulation 30(4)(ii) of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the Company has updated the Policy for Determination ofMateriality of Events or Information which was adopted at Board meeting held on 10thAugust 2018.

33. COMPANY'S REMUNERATION POLICY

Pursuant to applicable Regulations of the SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 and Section 178 (3) of the Companies Act 2013 the Boardhas on recommendation of the Nomination and Remuneration Committee framed a policy forselection and appointment of Directors Key Managerial Personnel and fixing theirremuneration including criteria for determining qualification positive attributesindependence of a director and key managerial personnel.

34. REPORT ON CORPORATE GOVERNANCE

Pursuant to sub-regulation (2) of Regulation 15 of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 a separate report on Corporate Governance alongwith the Auditors' Certificate on its compliance is not applicable to the Company.

35. GENERAL BODY MEETINGS

Details of last three Annual General Meetings held:

Meeting No. Date Time Venue
32nd 30.09.2016 2.00 p.m. 12-A/1 New Sion Co-op. Hsg. Soc. Ltd; Son (W) Mumbai-400 022.
31st 30.09.2015 2.00 p.m. 12-A/1 New Sion Co-op. Hsg. Soc. Ltd; Son (W) Mumbai-400 022.
30 th 30.09.2014 2.00 p.m. 12-A/1 New Sion Co-op. Hsg. Soc. Ltd; Son (W) Mumbai-400 022.

There were no special resolutions passed at any of the above Annual General Meetings.

37. MEANS OF COMMUNICATION

a) The quarterly/half-yearly/annual financial results of the Company are published inthe Free Press Journal and Navshakti. These results are not distributed / sentindividually to the shareholders.

b) The financial results are also uploaded on the Company's Websitewww.sagarsystech.com.

c) All periodic compliance filings like Shareholding pattern Investor's GrievanceReport Outcome of meetings etc are carried with the Stock Exchanges on which theCompany's shares are listed.

d) The Management Discussion and Analysis Report forms part of this Annual Report.

38. GENERAL SHAREHOLDER INFORMATION

1 Annual general meeting 34th Annual General Meeting
Date Friday the 28th September 2018
Time 2.00 p.m.
Venue 12A/1 New Sion Co-op Hsg. Soc. Ltd. Sion (West) Mumbai 400022.
2 Financial calendar The tentative calendar for the Financial Year 2018-19 is given below:
Results for the quarter ending Jun 302018 - August 2018
Results for the quarter ending Sep 30 2018- November2018
Results for the quarter ending Dec 31 2018- February 2019
Results for the quarter & year ending Mar 31 2019 -May 2018
3 Date of book closure Saturday 17th September 2018 to Friday 28th September 2018 (both days inclusive).
4 Listing on stock exchanges BSE Limited P.J. Towers Dalal Street Fort Mumbai-400 001.
5 Security code 511254
Demat ISIN numbers in NSDL & CDSL for equity shares INE771Z01015
7 Listing Fees The annual listing fees for the F. Y. 2017-18 has been paid to the BSE
8 Registrar & Share Transfer agent Link Intime India Pvt. Ltd. C-101 247 Park L.B.S. Marg Vikhroli (W) Mumbai-400 083. Phone: (022) 25963838/25946970 E-mail : rnt.helpdesk@linkintime.co.in
9 Share transfer system 1. The share transfer work is handled by the registrar and share transfer agent of the company i.e. Link Intime India Pvt. Ltd. who are also having connectivity with the depositories viz. NSDL & CDSL.
2. The enquiries of the shareholders are attended on an immediate basis. Shares lodged for transfers are processed by the registrars & share transfer agent on fortnightly basis. The physical certificates are sent back duly endorsed within a period of 15 days from the date of lodgement
10 Outstanding GD Rs / AD Rs Nil
11 Dematerialisation of shares and liquidity As on 30th June 2018- 226700 shares out of 320000 shares of the Company have been dematerialized representng 70.84%. The Company has entered into an agreement with NSDL and CDSL whereby shareholders have an opton to dematerialize their shares with the depositories.
Shareholders who continue to hold shares in physical form are advised to dematerialize their shares at the earliest since it helps in immediate transfer without any payment of stamp duty. The risks pertaining to physical certificates like loss theft forgery damage are eliminated when shares are held in electronic form. For any clarification assistance or information relating to dematerializaton of shares pease contact the Company's RTA.
SEBI has notfied vide Notfication No. SEBI/LAD- NR0/GN/2018/24 dt08th June 2018 that except in case of transmission or transpositon of securities requests for effecting the transfer of securities shall not be processed unless the securities are held in the dematerialized form with a depository. In other words there will not be any transfer of physical share after 5th December 2018.
12 Plant location The Company does not have any plant.
13 Details of non-compliance No penalty has been imposed by any stock exchange SEBI or SEC nor has there been any instance of noncompliance with any legal requirements or on matters relating to the capital market over the last three years.
14 Address for Correspondence
Registered office of the Company Register and transfer agents
Mr. Umesh Patil Company Secretary and Compliance Officer Add: 12-A/1 New Sion Co-op. Hsg. Soc. Ltd. Sion (W) Mumbai 400022. Phone: (022) 24073836 Fax: (022) 24082687 e-mail: info2sagarsystech.com website: www.sagarsystech.com Link Intime India Pvt Ltd. C-101 247 Park L.B.S. Marg Vikhroli (W) Mumbai-400 083. Phone: (022)25963838/25946970 E-mail : rnthelpdesk@linkintime.cain

39 GREEN INITIATIVE

As in the previous years this year too we are publishing only the statutorydisclosures in the print version of the Annual Report. Electronic copies of the AnnualReport 201718 and Notice of the 34th Annual General Meeting are sent to allmembers whose email addresses are registered with the Company / Depository Participant(s).For members who have not registered their email addresses physical copies are sent in thepermitted code.

40. ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers business associatesconsultants and various Government Authorities for their continued support extended toyour Companies activities during the year under review. Your Directors also acknowledgegratefully the shareholders for their support and confidence reposed on your Company

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Meena Mukesh Babu Mukesh Babu
Managing Director Director
DIN:00799732 DIN:00224300
Date: 10th August 2018
Place: Mumbai