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Shervani Industrial Syndicate Ltd.

BSE: 526117 Sector: Infrastructure
NSE: N.A. ISIN Code: INE011D01013
BSE 00:00 | 21 Jun 315.10 -35.00
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OPEN 322.10
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P/E 18.74
Mkt Cap.(Rs cr) 85
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OPEN 322.10
CLOSE 350.10
VOLUME 6205
52-Week high 418.00
52-Week low 210.30
P/E 18.74
Mkt Cap.(Rs cr) 85
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Shervani Industrial Syndicate Ltd. (SHERVANIINDLSY) - Director Report

Company director report

Dear Members

Your Director's take pleasure in presenting the 72nd Annual Report together with theAudited Financial Statements for the year ended on 31st March 2020.

FINANCIAL RESULTS

(Rs. in Lakh)

Total Revenue

8 859

Profit before Depreciation

2539

Depreciation

61

Profit after Depreciation before tax

2478

Tax Expense (including earlier year)

(516)

Profit after tax

1962

Other Comprehensive Income

(46)

Total Comprehensive Income

1916

 

DIVIDEND

In view of the profits accrued during the year under review and the consequentfulfillment of condition prescribed under the various provisions of the Companies Act2013 read with the Companies (Declaration and Payment of Dividend) Rules 2014 the Boardof Directors have recommended dividend of 25% on the Ordinary and Deferred shares whichrespectively is Rs 2.50 and Rs 6.25 on each share of the Company for the financial yearended on March 31 2020.

OPERATIONS REVIEW

During the year under review most of the allottees of 'Tara Towers' were givenpossession of their flats by execution of their respective sale deeds. The timelycompletion of project good quality construction work has increased the satisfaction ofcustomers and immensely enhanced our goodwill in the market. The construction activity in'Naman Homes' progressed satisfactorily as per the time schedule till the Governmentimposed the nation-wide lock down which adversely affected the time line of the project.We resumed construction activity as per the directives issued by Government without anydelay on our part. We are making our best efforts to make up for the time lost due to lockdown and remain confident that we shall be able to complete the project on time despitethe hurdles of COVID-19.

We feel pleasure in informing you that your Company's next Group Housing Project issituated at Sarojini Naidu Marg Prayagraj. For this project the Company has executed aBuilders Agreement with the owners. The building plans and drawings have been finalisedand submitted to Prayagraj Development Authority for approval who have agreed in principalto the plans submitted by Company and sanction of same is expected shortly.

MANAGEMENT DISCUSSION AND ANALYSIS

A. Business Overview Industry Structure and

Development

The period under review has been one of the most eventful period in the last decade orso for the economy as a whole including the real estate sector. The early part of thisperiod witnessed slow growth and everybody expected that the economy will recover in nexthalf year. However. the slow down continued and the situation worsened due to lock downinduced by the Corona pandemic across India. The consequences of lockdown resulted in adramatic economic slowdown and acute paucity of working capital funds. The crisis is facedby all sectors of economy including real estate as well. The welcoming feature are thesteps taken by the Government of India in association with the State Governments torectify the situation. Availability of credit has improved; the rate of interest has beenkept down. There is relaxation in systems and procedures to create an environment of easeand comfort conducive to doing business. The State is giving priority to real estatesector because it generates maximum employment for the unskilled labour. The Government isrelaxing norms for housing loans and moratorium in case of defaults. To mitigate thecrisis of defaults/repayment the criteria of NPA's is being eased for the banks. The easyavailability and cheaper housing loans are expected to lead towards recovery of economyand the real estate sector in particular.

B. Outlook on Opportunities Threats Risks and

Concern

While the Real Estate sector has taken a beating over the last few years with a excessinventory especially in and around Metros smaller cities have witnessed a continuedgrowth in demand. At the same time there is also increasing product consciousness both interms of quality of the residential offering and confidence in the ability of thedeveloper to deliver on time. Your company has striven to not only to offer better qualityconstruction but to also deliver on time. Hence we firmly believe that despite someintermittent slowdown periods your company is on the path of growth and progress. One areathat is a matter of concern for both buyers and sellers is the inflationary market trendsand scarcity of construction materials. Increases in input costs have negative impact onproject costs and margins. Keeping to time lines and reducing material wastage is one wayto counter increases in costs. Your company endeavours to improve performance on theseparameters year by year. While there are no significant unsold inventory of apartments inthe city your company does face competition from other builders in the city who also haveprojects in the pipe line. But on account of its reputation and product differentiationyour company is confident that demand for its housing projects will remain high.

C. Subsidiary Company

M/s Farco Foods Pvt Limited the wholly owned subsidiary of your Company is engaged inmanufacture of biscuits on job work basis for M/s Surya Foods and Agro Limited for their"Priya Gold" brand. During the year under review the Company produced 6297MT ofbiscuits and earned profit of Rs 31.52 lacs after tax. The subsidiary company has beenconsistently earning profit and has successfully maintained the manufacturing cost. Withan eye on sustaining the company in future the management has decided to diversify intoAnimal Husbandry line of business activity namely goat farming. For this purpose land hasbeen purchased in Tehsil Koroan of District Prayagraj. The area is being developed andconstruction of building/sheds/fencing etc is in progress. Efforts are underway topurchase good high breed of goats.

D. Internal Financial Controls

The Company has an adequate system of internal control to ensure compliance withpolicies and procedures commensurate with the size and scale of operations. The internalaudit work has been assigned to an independent firm of Chartered Accountant whichevaluates the efficiency and adequacy of internal control systems. The internal auditreports and recommendations are reviewed by the Audit Committee of the Board.

E. Development in Human Resource and

Industrial Relations

The Company maintains a very cordial relationship with its employees. Theywhole-heartedly support the management in all its activities and endeavors.

F. Research and Development

In view of the nature of business activities of the Company there is little scope forresearch and development work. The company is making all efforts to reduce costs bymaintaining standards that benefit the consumers.

CORPORATE GOVERNANCE

The Company is committed to maintain the highest standards of Corporate Governance andadhere to Corporate Governance requirements set out by SEBI. The Company has complied withall mandatory requirements of Corporate Governance. A separate report on governancepractices followed by the Company in compliance of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 on Corporate Governance along with aCertificate of Compliance from the Statutory Auditors is attached with the said separatereport which forms integral part of this Director's Report.

EXTRACT OF ANNUAL RETURN

Pursuant to section 92(3) of the Companies Act 2013 and Rule 12(1) of the Company(Management & Administration)

Rules 2014 the extract of the Annual Return of the Company in Form MGT-9 is annexed tothis report as Annexure A.

BOARD MEETINGS

The calendar of Meetings is prepared and circulated in advance to the Directors. Duringthe year four (4) Board Meetings were convened and details of same are given in theCorporate Governance Report.

DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134 (3) of the Companies Act 2013 the Directorsstate that;

(i) in the preparation of the Annual Accounts the applicable Indian AccountingStandards have been followed;

(ii) the directors have 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 as at the end of the financial year andof the profit and loss of the Company for that period;

(iii) the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

(iv) the Directors had prepared the Annual Accounts on a going concern basis:

(v) the Directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively; and

(vi) the Directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

DECLARATION BY INDEPENDENT DIRECTORS

All Independent Directors have given declarations that they meet the criteria ofindependence as laid down under section 149(6) of the Companies Act 2013 and SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015.

NOMINATION & REMUNERATION

The Board on the recommendation of the Nomination & Remuneration Committee makethe appointment of Directors senior management and fix their remuneration. Key ManagementPersonnel are appointed by the Board after consideration of their qualification andexposure to required fields. The details are stated in the Corporate Governance Report.

RELATED PARTY TRANSACTIONS

To provide transparency in management and ensure compliance with the provisions ofvarious laws the Audit Committee has provided guidelines to the Directors/Board. Theguidelines inter alia provide for identification manner of dealing conduct anddocumentation of such transactions as per the provisions of the Companies Act and otherapplicable rules and regulations. All related party transactions that were entered in toduring the financial year were in the ordinary course of business and are disclosed atNote No. 35 attached to the standalone balance sheet and none of the transactions are ofmaterial nature or have any potential conflict with the interest of the Company.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

There is nothing to report about the conservation of energy and technology absorptionduring the year. There is no foreign exchange earning and outgo.

CORPORATE SOCIAL RESPONSIBILITY

Pursuant to provisions of section 135 of the Companies Act 2013 a committee of Boardof Directors has been formed and the member of the Committee are:

Mr. Mohammad Aslam Sayeed

Chairman

Mr. Saleem Iqbal Shervani

Member

Mr. Tahir Hasan

Member

 

BOARD EVALUATION

The Board carries out annual evaluation of its own performance of the Directorsindividually as well of the working of its various Committees. The key areas forevaluation are the quality of deliberations and contribution towards performance andguidance to management. The Board of Directors expressed their satisfaction with theevaluation process.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of the section 152 of the Companies Act 2013 Mr.Tahir Hasan (DIN:00074282) and Mr. S. M. Shervani (DIN:00024390) Directors retire byrotation at the ensuing Annual General Meeting and being eligible offer themselves forre-appointment. Brief resume of the Directors seeking re-appointment along with otherdetails as stipulated under SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 and in terms of Section 102(1) of the Companies Act 2013 are provided inthe Notice for convening the Annual General Meeting. Mrs. Shefali Bansal has resigned fromthe directorship of the company due to health issue and the board appreciate her servicesduring her tenure. The board has appointed Ms. Aradhika Chopra (DIN: 08778574) asAdditional Director in the Board Meeting held on 31st July 2020 in compliance of ListingRegulations. Therefore the Board has recommended the confirmation of appointment ofAdditional Director Ms Aradhika Chopra (DIN: 08778574) and also for appointment as WomanIndependent Director of the Company for a period of five years w.e.f. 30.09.2020 notliable to retire by rotation.

Pursuant to provisions of section 203 of the Companies Act 2013 the Key ManagerialPersonnel of the Company are Mr S I Shervani Managing Director Mr T Hasan Chief

Financial Officer and Mr S. K. Shukla Company Secretary. The Directors recommend allthe resolutions placed before the Members relating to Directors for their approval.

STATUTORY AUDITORS

In terms of provisions of section 139 and 142 and other applicable provisions if anyof the Companies Act 2013 read with the Companies (Audit and Auditors) Rules 2014 theShareholders in the 69th AGM held on 28.09.2017 have approved the appointment of M/s GuptaVaish & Co. Chartered Accountants Kanpur (Firm Registration No. 005087C) as StatutoryAuditors of the Company for a period of 5 Years from the conclusion of said Annual GeneralMeeting. However their appointment as Statutory Auditors of the Company shall be requiredto be ratified by the Members at subsequent Annual General Meeting. The Company hasreceived a confirmation from the said Auditors that they are not disqualified to act asthe Auditors and are eligible to hold the office as Auditors of the Company. Necessaryresolution for ratification of Appointment of the said Auditors is included in the Noticeof AGM for seeking approval of members.

SECRETARIAL AUDITORS

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 Siddiqui & Associates Company Secretaries in Practice to undertake theSecretarial Audit of the Company. The Report of Secretarial Audit for the year 2019-20 isannexed herewith as Annexure -C. and forms integral part of this Report.

INTERNAL AUDITORS

The Board of Directors on the recommendation of the Audit Committee appointed M/s P. L.Tandon & Co Chartered Accountants Kanpur to carry out the Internal Audit of theCompany.

COST AUDITORS

Pursuant to the provisions of section 148 and all other applicable provisions if anyof the Companies Act 2013 ("Act") and the Companies (Audit & Auditors)Rules 2014 (including any statutory modification(s) or re-enactment thereof for the timebeing in force) M/s Shishir Jaiswal & Co. Cost Accountants (Firm Registration No.102450) has been appointed as Cost Auditors and the Company is maintaining cost records asper the provision of "Act".

DEPOSITS

The Company has not accepted or renewed any deposit during the year falling within theambit of Section 73 of the Companies Act 2013 and the Companies (Acceptance of Deposits)Rules 2014 accordingly no amount was outstanding as on the date of Balance Sheet.

CONSOLIDATED FINANCIAL STATEMENT

In accordance with the section 129(3) of the Companies Act 2013 and the Indianaccounting standard Ind AS-27 on consolidated and separate financial statement(s) readwith Indian Accounting Standard Ind AS-28 on accounting for investments in associates yourCompany has prepared the consolidated financial statements and annexed to this report.However due to the severe Corona pandemic situation in New Delhi and disruptions caused bylock down imposed by the Government of India on account of COVID-19 the financialstatement of our associate company- Star Hotels Limited could not be prepared andpresented to compile the Company's share of profit/loss in consolidated financial results.A Statement in form AOC-1 containing salient features of the financial statements of thesubsidiary and associate company are attached as Annexure-D.

AUDITORS' REPORT

The observations of the Statutory Auditors in their report are appropriately dealt within notes forming part of Financial Statement. No qualification or adverse remarks has beenmade by the Secretarial Auditor in his Secretarial Audit Report.

DISCLOSURE UNDER RULE 5 OF THE COMPANIES (APPOINTMENT & REMUNERATION ) RULES 2014.

None of the employee of the Company was in receipt of total remuneration of Rs.6000000/- per annum or Rs. 500000/- per month during the financial year under review.

Disclosure required under section 197 of the Companies Act 2013 read with Rule 5 ofthe Companies (Appointment & Remuneration) Rules 2014 have been annexed as AnnexureD.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WO M E N AT WO R K P L AC E ( P R E V E N T IO N PROHIBITION AND REDRESSAL) ACT 2013

The Company has in place an anti sexual harassment policy in line with the requirementsof Sexual Harassment of Women at Work Place (Prevention Prohibition and Redressal) Act2013. Till date the company has not received any complaint there under.

UNCLAIMED DIVIDEND

Pursuant to provisions of section 124 (5) of the Companies Act 2013 the company hastransferred the unpaid or unclaimed dividends for the financial year up to 2011-12 fromtime to time on due dates to the Investor Education and Protection Fund (the IEPF)established by the Central Govt.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

The details of loans guarantees and investments covered under the provisions ofsection 186 of the Companies Act 2013 are given in the notes to the financial statements.

AUDIT COMMITTEE

The Company has an Audit Committee and details of constitution and terms of referenceare set out in the Corporate Governance Report.

VIGIL MECHANISM

Pursuant to the provisions of the section 177 of the Companies Act 2013 the Companyhas adopted Vigil Mechanism policy which also incorporates a whistle blower policy.Adequate safeguards are provided against victimization of those who avail the mechanismand access to the Chairman of the Audit Committee while reporting about unethicalpractices malpractice and non-compliance of policies.

LISTINGWITH STOCK EXCHANGE

The Equity shares of the Company are listed on Bombay Stock Exchange Limited. Furtherdetails are set out in the Corporate Governance Report.

REPORTING OF FRAUD

The Auditors of the Company have not reported any fraud to Audit Committee asstipulated under second proviso of section 143(12) of the Companies Act 2013.

INDUSTRIAL RELATION

Industrial relations remained cordial during the period under review.

ACKNOWLEDGEMENT

Your Directors wish to convey their deep sense of appreciation for the continuedsupport and co-operation extended by banks Central and State Governments and all otherstakeholders. The Directors also wish to place on record their sincere appreciation forthe commitment and enthusiasm of the employees for the Company.

For and on behalf of the Board
Mohd. Aslam Sayeed Saleem I. Shervani
Director Managing Director
DIN : 06652348 DIN : 00023909

 

Place : Prayagraj

Date : July 31 2020

FORM No. MGT-9

Extract of Annual Return as on Financial Year ended on 31st March 2020

[ Pursuant to section 92(3) of the Companies Act 2013 and Rule 12(1) of the Companies(Management and Administration) Rules 2014]

1. REGISTRATION AND OTHER DETAILS

1. CIN

L45202UP1948PLC001891

2. Registration Date

25th February 1948

3. Name of the Company

Shervani Industrial Syndicate Limited

4. Sub-Category of the Company

Public Company Limited by Shares

5. Address of the Registered office and contact details

Shervani Nagar Sulem Sarai Harwara

Prayagraj-211015 (U.P.)

Phone: +91-7311128115 Fax: 0532-2436928

E-mail: shervaniind@rediffmail.com

www.shervaniind.com

6. Whether listed company

Yes

7. Name and Address of Registrar & Transfer Agents

Link Intime India Pvt. Ltd

C 101 247 Park L. B. S. Marg Vikhroli (West)

Mumbai – 400 083.

 

2. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

(All the business activities contributing 10% or more of the total turnover of theCompany shall be stated)

Sl. No. Name and Description of main Products/Services

NIC Code of the Product/ Service

% to total turnover of the Company

1 Real Estate Business

8200 & 8201

100%

 

3. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

Sl. No. Name and address of the Company

CIN / GLN

Holding / Subsidiary/Associate

% of shares held

Applicable section

1. Farco Foods Private Limited 332 Shervani Nagar Sulem Sarai Harwara Prayagraj

U15111UP1995PTC019155

Subsidiary

100.00

2(87)

2. Star Hotels Limited 11 Sunder Nagar New Delhi

U74899DL1978PLC009206

Associate

35.40

2(6)

3. Youngtronics India Private Limited 332 Shervani Nagar Sulem Sarai Harwara Prayagraj

U36931UP2008PTC036318

Associate

46.33

2(6)

 

1. SHARE HOLDING PATTERN (Equity Share Capital break-up as % ofTotal Equity) (i)Category wise shareholding

A. Promoters
1 Indian
a) Individual/ HUF

760645

-

760645

24.41

618053

-

618053

22.88

(4.58)

b) Central Govt.

-

c) State Govt. (s)

-

d) Bodies Corporate

558630

-

558630

17.93

467027

-

467027

17.29

(2.94)

e) Banks / FI

-

f) Any Other / Director Relative

643765

643765

20.66

538640

-

538640

19.94

(3.37)

Sub-Total (A) (1)

1963040

1963040

63.00

1623720

-

1623720

60.12

(10.89)-

2. Foreign
a) NRI Individuals

-

-

-

-

-

-

-

-

-

b) Other-Individuals

-

-

-

-

-

-

-

-

-

c) Bodies Corporate
(Foreign Promoter)

-

-

-

-

-

-

-

-

-

d) Banks / FI

-

-

-

-

-

-

-

-

-

e) Any other

-

-

-

-

-

-

-

-

-

Sub-Total (A) (2)-

-

-

-

-

-

-

-

-

-

Total Shareholding of Promoter A = A (1) + A (2)

1963040

1963040

63.00

1623720

-

1623720

60.12

(10.89)

B Public Shareholding
1. Institutions
a) Mutual Funds

-

-

-

-

-

-

-

-

-

b) Banks/FI

-

-

-

-

-

-

-

-

-

c) Central Govt.

-

-

-

-

-

-

-

-

-

d) State Govt.(s)

-

-

-

-

-

-

-

-

-

e) Venture Capital Funds

-

-

-

-

-

-

-

-

-

f) Insurance Companies

-

-

-

-

-

-

-

-

-

g) FIIs

-

-

-

-

-

-

-

-

-

h) Foreign Venture Capital Funds

-

-

-

-

-

-

-

-

i) Other (Specify)

-

-

-

-

-

-

-

-

-

Sub-Total (B) (1)

-

-

-

-

-

-

-

-

-

2. Non-Institutions
a) Bodies Corporate
i) Indian

433490

2750

436240

14.00

401508

2750

404258

14.97

(1.03)

ii) Overseas

-

b) Individual
i) Individual shareholders holding nominal share capital up to Rs 1 lac

285155

128986

414141

13.29

305283

115006

420289

13.29

0.20

ii) Individual shareholders holding nominal share capital in excess of Rs 1 lac

183676

-

183676

5.90

138540

-

138540

5.13

(1.45)

c) Others (specify)
a) Non-Resident Indians

3432

460

3892

0.12

2962

460

3422

0.13

(0.02)

b) Foreign National

-

-

-

-

-

-

-

-

-

c) Director or Director's Relatives

1300

1890

3190

0.10

1300

540

1840

0.07

(0.04)

d) HUF

51279

-

51279

1.65

48389

-

48389

1.79

(0.09)

e) IEPF Authority

60560

-

60560

1.94

60560

-

60560

2.24

Sub-Total (B) (2)

1018892

134086

1152978

37.00

958542

118756

1077298

37.00

(2.43)

Total Public shareholding B = B (1) + B (2)

1018892

134086

1152978

37.00

958542

118756

1077298

37.00

(2.43)

C. Shares held by Custodian for GDRs and ADRs

-

-

-

-

-

-

-

-

-

Grand Total (A+B+C)

2981932

134086

3116018

100.00

2582262

118756

2701018

100.00

(13.32)

 

* Total No. of Issued Equity Shares at the beginning of the year was 3116018 $ TotalNo. of Issued Equity Shares at the end of the year was 2701018 after buyback of 415000Equity Shares in June 2019.

# % change during the year is calculated on the basis of outstanding issued shares l;e3116018 Equity Shares on the date of major change in shareholding.

(ii) Shareholding of Promoter

Shares at the beginning of the year *

Shares at the end of the year

1. Mr Saleem I Shervani

427580

13.72

0.00

384980

14.25

0.00

(1.37)

2. Mr Saeed Mustafa Shervani

183410

5.89

0.00

131386

4.86

0.00

(1.67)

3. Mr Azher Nisar Shervani

149655

4.80

0.00

101687

3.76

0.00

(1.54)

4. Mr Tahir Hasan

15415

0.49

0.00

13615

0.50

0.00

(0.06)

5. Mrs Salma Hasan

110943

3.56

0.00

61728

2.29

0.00

(1.58)

6. Mrs Rubina Shervani

66655

2.14

0.00

66655

2.47

0.00

-

7. Mr Saad Mustafa Shervani

96130

3.09

0.00

96130

3.56

0.00

-

8. Mr Mustafa Rashid Shervani

76575

2.46

0.00

76575

2.84

0.00

-

9. Ms Ursala Fatima Shervani

87835

2.82

0.00

87835

3.25

0.00

-

10. Mrs Zeba Hasan

141602

4.54

0.00

90089

3.34

0.00

(1.65)

11. Mrs Zehra Shervani

14400

0.46

0.00

12718

0.47

0.00

(0.05)

12. Ms Aisra Amrah Fatima Shervani

14580

0.47

0.00

14580

0.54

0.00

-

13. Ms Shamsia Fatima Shervani

11790

0.38

0.00

11790

0.44

0.00

-

14. Mr Mohd. Adil Mustafa Shervani

7840

0.25

0.00

6925

0.26

0.00

(0.03)

15. Azhar Family Trust

55065

1.77

0.00

48633

1.80

0.00

(0.21)

16. Saeed Family Trust

55830

1.79

0.00

49308

1.83

0.00

(0.21)

17. Salma Zeba Family Trust

61870

1.99

0.00

54645

2.02

0.00

(0.23)

18. Saleem Family Trust

60985

1.96

0.00

60985

2.26

0.00

-

19. Aslam Family Trust

46445

1.49

0.00

43945

1.63

0.00

(0.08)

20. Waqf Haji Bhikkan

7840

0.25

0.00

7840

0.29

0.00

-

21. Shervani Enterprises Pvt. Ltd.

1450

0.05

0.00

1450

0.05

0.00

-

22. Lebensraum Infra Pvt. Ltd.

269145

8.64

0.00

200221

7.41

0.00

(2.21)

Total

1963040

63.00

1623720

60.12

(10.89)

 

* Total No. of Issued Equity Shares at the beginning of the year was 3116018 $ TotalNo. of Issued Equity Shares at the end of the year was 2701018 after buyback of 415000Equity Shares in June 2019.

# % change during the year is calculated on the basis of outstanding issued shares l;e3116018 Equity Shares on the date of major change in shareholding.

(iii) Change in Promoters Share Holding (please specify if there is no change)

Shareholding at the beginning of the year

Change in Shareholding during the year Cumulative shareholding during the year
Name of Promoter

No. of Shares

% of total shares of the Company

Date of Shares Sold

No. of shares Sold

% of total shares of the Company

No. of Shares

% of total shares of the Company

Mr. Saleem I. Shervani

427580

13.72

04.06.2019

42600

1.37

384980

14.25

Mr. Saeed Mustafa Shervani

183410

5.89

04.06.2019

52024

1.67

131386

4.86

Mr. Azher Nisar Shervani

149655

4.80

04.06.2019

47968

1.54

101687

3.76

 

(iv) Shareholding pattern of top ten shareholders (other than Director Promotersand holders of GDRs and ADRs)

1. Frost Traders Pvt. Ltd
At the beginning of the year

400602

12.86

Decrease during the year

33000

1.06

367602

13.61

At the end of the year

367602

13.61

2. Aslam Qadar Khan
At the beginning of the year

111948

3.59

Decrease during the year

37132

1.19

74816

2.77

At the end of the year

74816

2.77

3. Investor Education & Protection Fund
At the beginning of the year

60560

1.94

Change during the year

-

60560

2.24

At the end of the year

60560

2.24

4. Arvind Kumar J Sancheti
At the beginning of the year

40352

1.30

Decrease during the year

3632

0.12

36720

1.36

At the end of the year

36720

1.36

5. Arvind Kumar Sancheti
At the beginning of the year

36228

1.16

Decrease during the year

1752

0.06

34476

1.28

At the end of the year

34476

1.28

6. Imran Hasan
At the beginning of the year

35500

1.14

Decrease during the year

4814

0.15

30686

1.14

At the end of the year

30686

1.14

7. Shri Parasram Holdings Pvt Ltd
At the beginning of the year

24519

0.79

Change during the year

-

-

24519

0.91

At the end of the year

24519

0.91

8. Sarita Arvind Sancheti
At the beginning of the year

17276

0.55

Decrease during the year

5931

0.19

11345

0.42

At the end of the year

11345

0.42

9. Salahuddin Khan
At the beginning of the year

14700

0.47

Change during the year

-

-

14700

0.54

At the end of the year

14700

0.54

10. Hemraj Chaturbhuj Asher
At the beginning of the year

9722

0.31

Change during the year

-

-

9722

0.36

At the end of the year

9722

0.36

 

(v) Shareholding of Director's and Key Managerial Person

Sr. No. Shareholding of each Director and Key Managerial Personnel

Shareholding at the beginning of the year

Cumulative shareholding during the year

No. of Shares

% of total shares of the Company

No. of Shares

% of total shares of the Company

1 Dr. A P Singh
At the beginning of the year

500

0.01

Change during the year

-

-

500

0.02

At the end of the year

500

0.02

2 Mr. S I Shervani Managing Director
At the beginning of the year

427580

13.72

Decrease during the year

42600

1.37

384980

14.25

At the end of the year

384980

14.25

3 Mr. T Hasan Whole Time Director & Chief Financial Officer
At the beginning of the year

15415

0.49

Decrease during the year

1800

0.06

13615

0.50

At the end of the year

13615

0.50

4 Mr. A. N. Shervani
At the beginning of the year

149655

4.80

Decrease during the year

47968

1.54

101687

3.76

At the end of the year

101687

3.76

5 Mr. S M Shervani
At the beginning of the year

183410

5.89

Decrease during the year

52024

1.67

131386

4.86

At the end of the year

131386

4.86

6 Mr. K. Bhargava*
At the beginning of the year

850

0.03

Change during the year

-

-

850

0.03

At the end of the year

850

0.03

7 Mr G. S. Chaturvedi
At the beginning of the year

800

0.03

Change during the year

-

-

800

0.03

At the end of the year

800

0.03

8 Mr R. Verghese
At the beginning of the year

540

0.02

Change during the year

-

-

540

0.02

At the end of the year

540

0.02

9 Mr M. A Sayeed
At the beginning of the year

-

-

Change during the year

-

-

-

-

At the end of the year

-

-

10 Mrs. Shefali Bansal
At the beginning of the year

-

-

Change during the year

-

-

-

-

At the end of the year

-

-

11 Mr. Sadiq Husain Siddiqui#
At the beginning of the year

-

-

-

-

Change during the year

-

-

-

-

At the end of the year

-

12 Mr. S. K. Shukla Company Secretary
At the beginning of the year

-

-

-

-

Change during the year

-

-

-

-

At the end of the year

-

-

 

* Retired w.e.f 30.09.2019 # Appointed w.e.f 01.10.2019

(vi) INDEBTEDNESS

Indebtedness of the Company including interest outstanding /accrued but not due forpayment

Indebtedness at the beginning of the financial year
1)Principal

719.94

-

-

719.94

2)Interest due but not paid

-

-

-

-

3)Interest accrued but not due

-

-

-

-

Change in Indebtedness during the financial year
• Addition

-

-

-

-

• Reduction

(179.02)

-

-

(179.02)

Net Change

-

-

-

-

Indebtedness at the end of the financial year
1)Principal

540.92

-

-

540.92

2)Interest due but not paid

-

-

-

-

3)Interest accrued but not due

-

-

-

-

Total (1+2+3)

540.92

-

-

540.92

 

(vii) REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director Whole Time Director and / or Manager

Sr. No.

Mr. Saleem I. Shervani Managing Director

Mr. Tahir Hasan Whole-time Director & CFO

Mr. Sadiq Husain Siddiqui Whole-time Director

1 Gross Salary (Rs in lac)
a) Salary as per provisions of sec. 17(1) of Income Tax Act 1961

12.00

3.00

3.81

18.81

b) Value of perquisites u/s 17(2) of Income Tax Act 1961

0.40

-

0.20

0.60

c) Profits in lieu of Salary u/s 17(3) of Income Tax Act 1961

-

-

-

-

2 Stock Option

-

-

-

-

3 Sweat Equity

-

-

-

-

4 Commission
-- as % of Profit
-- others specify

-

-

-

-

5 Others please specify
Fees for attending Board Meeting

0.75

1.00

0.50

2.25

Total

13.15

4.00

4.51

21.66

 

B. Remuneration to other director's

Sr. No.
1 Independent Director

Dr. A. P. Singh

Mr. G. S. Chaturvedi

Mr. M. A. Sayeed

Mrs. Shefali Bansal

Fee attending Board/

0.75

1.00

1.00

0.50

3.25

Committee Meeting
Commission

-

-

-

-

-

Other (Specify)

-

-

-

-

-

Total (B1)

0.75

1.00

1.00

0.50

3.25

2 Other Non-Executive

Mr. A N Shervani

Mr. S M Shervani

Mr. Raju Verghese

Director
Fee attending Board/

0.25

0.25

0.25

0.75

Committee Meeting
Commission

-

-

-

-

Other (Specify)

-

-

-

-

Total (B2)

0.25

0.25

0.25

0.75

Total Sitting Fees (B1+B2) = Rs. 4.00
Total Managerial

Rs. 19.41

Remuneration**

 

** Sitting fees is not included in total managerial remuneration.

C. REMUNERATIONTO KEY MANAGERIAL PERSONNEL OTHERTHAN MD/WTD/ MANAGER

(Rs. In Lakhs)

Sr. No.
1 Gross Salary (Rs in lac)
a) Salary as per provisions of sec. 17(1) of Income Tax Act 1961

2.11

b) Value of perquisites u/s 17(2) of Income Tax Act 1961

-

c) Profits in lieu of Salary u/s 17(3) of Income Tax Act 1961

-

2 Stock Option

-

3 Sweat Equity

-

4 Commission
-- as % of Profit (1%)
-- others specify

-

5 Others please specify

-

Total

2.11

 

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES