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Sharat Industries Ltd.
|BSE: 519397||Sector: Others|
|NSE: SHARTSEFOD||ISIN Code: INE220Z01013|
|BSE 00:00 | 16 Aug||29.50||
|NSE 05:30 | 01 Jan||Sharat Industries Ltd|
|Mkt Cap.(Rs cr)||65|
|Mkt Cap.(Rs cr)||64.93|
Sharat Industries Ltd. (SHARTSEFOD) - Director Report
Company director report
Dear Members of Sharat Industries Limited
Your Directors have pleasure in presenting the Twenty Eighth Annual Report of theCompany together with Audited Accounts for the year ended 31st March 2018
1. FINANCIAL HIGHLIGHTS
Implementation of Ind AS
The Ministry of Corporate Affairs (MCA) vide its notification dated 14th February 2015notified the Indian Accounting Standard (Ind AS) applicable to certain classes ofCompanies. Ind AS has replaced the existing Indian GAAP prescribed under section 133 ofthe Companies Act 2013 read with Rule 7 of the Companies. (Accounting) Rules 2014 with atransition date of 1st
April 2016. The Ind AS is applied to the Company for the first time for the financialyear ended 31st March 2018.
The reconciliation and description of the effect of the transition from IGAAP to Ind AShave been provided in Note 38 of the Notes on Accounts in the Financial Statement.
2. SUMMARY OF OPERATIONS & STATE OF COMPANY AFFAIRS : The turnover of the companyfor the year ended 31st March 2018 was Rs.14773.82 lakhs against Rs.15864.99 lakhs inthe previous year. During the year the company made sales of Rs. 13701.04 lakhs againstRs.14665.71 lakhs in the previous year Job work receipts of Rs. 181.01 lakhs against Rs.57.71 lakhs in the previous year and during the year the company has made an operatingprofit before tax of Rs.154.09 lakhs against Rs. 257.06 lakhs in the previous year.
During the year the company's sales is decreased by 6.58% and Job work Sales isincreased by 213.66% as compared to the previous financial year.
Your directors are confident that the performance of the company will improve in theyears to come.
3. FUTURE OUTLOOK : Our product is well received in the international market as well asdomestic market. We are hopeful of achieving much better results in the years to come. Theoutlook and future plans of the Company have been mentioned in detail under the"Management Discussion and Analysis" section that forms part of this report.
4. SHARE CAPITAL: As on 31st March 2018 the issued subscribed and paid up capital ofyour company stood at Rs.220125000/- comprising of 22012500 equity shares ofRs.l0/-each.
5. DIVIDEND: In order to retain the profits to strengthen the capital base no dividendhas been recommended by the Board for the year under review.
6. RESERVES IF ANY
The Company has not transferred any amount to reserves during the financial year.
7. LISTING OF SHARES :
The equity shares of the Company have been listed on the Bombay Stock Exchange atMumbai. The company has to pay Annual Listing Fees due to the Bombay Stock Exchange forthe year 2018-2019.
The Bombay Stock exchange suspended the trading of Company's Shares and the company hasobtained in principle approval from the BSE and the company is making efforts to complywith the requirements to revoke the suspension of trading. Your Company establishedconnectivity with Central Depository Services (India) Limited (CDSL).
8. CHANGE IN NATURE OF BUSINESS :
The company continues to be an integrated Aqua Culture company with Hatchery Cultureand Feed and Shrimp Processing & Exports business and during the year the company hasnot changed its business.
9. MATERIAL CHANGES AND COMMITMENTS :
No material changes and commitments affecting the financial position of the companyhave occurred between the end of the financial year of the company to which the financialstatements relate and the date of the report.
10. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY :
The company has in place adequate financial controls commensurate with size andoperations.
11. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:
The company has Internal Audit and the Audit Committee is in place to take care of thesame.
12. EXTRACT OF ANNUAL RETURN:
As required pursuant to section 92(3) oftheCompaniesAct2013 and rule 12(1) of thecompanies (Management and Administration) Rules 2014 an extract of annual return in MGT9 as a part of this Annual Report as ANNEXURE II.
13. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES :
There are no Subsidiary/ Joint venture/ Associate companies
14. PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARIES ASSOCIATES ANDJOINT VENTURE COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENT
Not applicable as there are no Subsidiary/ Joint venture/ Associate companies
15. STATUTORY AUDITORS
M/s A R Krishnan & Associates Chartered Accountants Chennai (Firm RegistrationNo: 009805S) were appointed by Share holders in the Annual General Meeting for a periodof 5 years from the conclusion of 27th Annual general Meeting to the conclusion of 32ndAnnual General Meeting.
16. AUDITORS' REPORTOBSERVATIONS AND REPLIES
The Auditors' Report does not contain any qualification. The notes to accounts referredto in their report are self-explanatory and do not call for any further comments.
17. DIRECTORS AND KEY MANAGERIAL PERSONNEL
Mr. S Sharat Reddy Director retire by rotation at the forthcoming Annual GeneralMeeting and being eligible offers himself for reappointment.
18. DECLARATION FROM INDEPENDENT DIRECTORS
The Company has received necessary declaration from each Independent Director undersection 149(7) of the Act that they meet with the criteria of their independence laid downin Section 149(6) of the Act.
19. DIRECTORS' RESPONSIBILITY STATEMENT
The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) ofSection 134 & 134 (5) of the Companies Act 2013 shall state that-
a. in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;
b. the directors had selected such accounting policies and applied them 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 and ofthe profit and loss of the company for that 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. The directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.
f. The directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.
20. MEETINGS: A calendar of Meetings is prepared and circulated in advance to theDirectors. During the year 5 (Five) Board Meetings and 4 (Four) Audit Committee Meetings8 (Eight) Share holders' grievances and Share transfer committee meetings 2(Two)Nomination & Remuneration committee meeting and l(One) Independent Director's meetingwere convened and held. The details of which are given in the Corporate Governance Report.The intervening gap between the Meetings was within the period prescribed under theCompanies Act 2013.
21. AUDIT COMMITTEE :
The Audit Committee of the Board consists of Independent Directors namely Mrs. DurgaThota Chairman Mr. Veerraju Manda and Mr. M.B.R. Prasad as members. During the year allthe recommendations made by the Audit Committee were accepted by the Board.
22. VIGIL MECHANISM :
In pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013a Vigil Mechanism for directors and employees to report genuine concerns has beenestablished. The Vigil Mechanism Policy has been uploaded on the website of the Company atwww.sharatindustires.com .
23. RISK MANAGEMENT:
The Company has policy for identifying risk and established controls to effectivelymanage the risk. Further the Company has laid down various steps to mitigate theidentified risk.
24. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO
The details of conservation of energy technology absorption foreign exchange earningsand outgo are as follows:
a) Conservation of energy
(c) FOREIGN EXCHANGE EARNINGS AND OUTGO
During the year the total foreign exchange used was Rs. 10971170/- and the totalforeign exchange earned was Rs. 1002488955/-.
25. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company is not required to constitute a Corporate Social Responsibility Committeeas it does not fall within purview of Section 135(1) of the Companies Act 2013 and henceit is not required to formulate policy on corporate social responsibility.
26. CORPORATE GOVERNANCE
In accordance with SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 (Listing Regulations) a Compliance report on Corporate Governance as per Schedule Vof the Listing Regulations along with a Certificate of Compliance from the PracticingCompany Secretary forms part of this report. ANNEXURE-VII
The Company has neither accepted nor renewed any deposits from the shareholders orpublic during the year under review.
28. PARTICULARS OF EMPLOYEES :
Statement showing the details of employees who are in receipt of remuneration of Rs. 500000/- or more per month are given in the annexure - IV forming part of this report.
29. MANAGERIAL REMUNERATION
Details of the ratio of the remuneration of each director to the median employee'sremuneration and other details as required pursuant to Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 (ANNEXURE V)
30. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186 DETAILS OF LOANS:
DETAILS OF INVESTMENTS:-
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