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Sigrun Holdings Ltd.

BSE: 531863 Sector: Financials
NSE: N.A. ISIN Code: INE633D01022
BSE 00:00 | 04 Mar Sigrun Holdings Ltd
NSE 05:30 | 01 Jan Sigrun Holdings Ltd
OPEN 0.15
PREVIOUS CLOSE 0.15
VOLUME 59400
52-Week high 0.15
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 8
Buy Price 0.14
Buy Qty 165850.00
Sell Price 0.15
Sell Qty 34000.00
OPEN 0.15
CLOSE 0.15
VOLUME 59400
52-Week high 0.15
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 8
Buy Price 0.14
Buy Qty 165850.00
Sell Price 0.15
Sell Qty 34000.00

Sigrun Holdings Ltd. (SIGRUNHOLDINGS) - Director Report

Company director report

Dear Members

Your Directors' have pleasure in presenting their 23rd Annual Report together with theAudited Statement of Accounts for the year ended March 31st 2016.

FINANCIAL RESULTS

The financial results of the Company for the year ended March 31st 2016 compared tothe previous year are summarized below:

(Rs. in Lacs)

Particulars Financial Year 2015-16 Financial Year 2014-15
Gross Profit (Loss) After Interest But Before Depreciation & Taxation (11.97) (1566.82)
Depreciation - -
Profit Before Income Tax After Depreciation (11.97) (1566.82)
Short Provision of Earlier Years - -
Prior Period Expenses - -
Provision For Taxation - -
Net Profit (Loss)after Tax (11.97) (1566.82)

PERFORMANCE AND FUTURE PROSPECTS

During the year your company has not carried out any business or operationalactivities. It is proposed to windup the Company by obtaining the shareholders consent inthe 23rd Annual General Meeting of the Company.

DIVIDEND& RESERVES

The Directors do not recommend any dividend for the Financial Year ended 31st March2016.

During the year under review no transfers were made to General Reserves.

CHANGE IN THE NATURE OF BUSINESS

There were no changes in the nature of business during the Financial Year 2015 - 2016.

INTERNAL FINANCIAL CONTROL

The Company has effective internal financial control and risk mitigation system whichare constantly assessed and strengthened. The Audit committee actively reviews theadequacy and effectiveness of the Internal Financial control and suggests the improvementsfor the same.

SUBSIDIARY/JOINT VENTURES

The Company has no subsidiaries or joint ventures with any other entities.

Further Sigrun Realties Limited ceased to be an Associate Company w.e.f. 31st March2016

RELATED PARTY TRANSACTIONS

Your Company has not entered in to any transactions with related parties falling underthe purview of section 188 of the Companies Act 2013 and Rules made there under.

DEPOSITS

The Company has not accepted any deposits under the Companies Act 2013 for theFinancial Year 2015 - 2016.

AUDITORS' REPORT

The Statements made by the Auditors in their report are self-explanatory and do notrequire any comments by the Board of Directors.

STATUTORY AUDITOR

The Statutory Auditors M/s Sarda & Pareek Chartered Accountants (FRN: 109262W)hold office until the conclusion of the ensuing Annual General Meeting and are recommendedfor re-appointment to hold the office from conclusion of the forthcoming Annual GeneralMeeting till the conclusion of the next Annual General Meeting of the Company. Certificatefrom the Auditors has been received to the effect that their reappointment if made wouldbe within limits prescribed under Section 139 of the Companies Act 2013.

SHARE CAPITAL

A) Issue of Equity Shares with Differential Rights: The Company has not issued anyequity shares with differential rights during the Financial Year 2015 - 2016.

B) Issue of Sweat Equity Shares: The Company has not issued any Sweat Equity Sharesduring the Financial Year 2015 - 2016

C) Issue of Employee Stock Options: The Company has not issued any Employee StockOptions during the Financial Year 2015 - 2016 EXTRACT OF ANNUAL RETURN

The details forming the part of the extract of the Annual Return in Form MGT 9 asrequired under Section 92 of the Companies Act 2013 is included in this Report asAnnexure - A and forms an integral part of this Report.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The information relating to conservation of energy and technology absorption by theCompanies annexed to the report as “Annexure B”.

FOREIGN EXCHANGE EARNING AND OUTGO

During the year under review there were no earnings in foreign exchange and there wasno foreign exchange out go.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The provision of the Companies Act 2013 relating to CSR Initiatives are not applicableto the Company.

DIRECTORS

A) Changes in directors and appointment of Key Managerial Personnel :

During the year under review the Company appointed Mr. Kumar Naga Sri Rama Chavva(DIN: 07347939) as an Additional Director until the conclusion of the forthcoming AnnualGeneral Meeting. It is proposed to appoint Mr. Kumar Naga Sri Rama Chavva as Non ExecutiveIndependent Director of the Company in ensuing Annual General Meeting.

During the year under review Mr. Vinayak Bhat have resigned from the Board due to pre-occupation. The company appreciates his valuable contribution during his tenure.

B) Declaration by Independent Directors and Re-appointment of Directors :

All the Independent Directors have given the declarations that they meet the criteriafor Independence as laid down under Section 149(6) of the Companies Act 2013.

C) Board Evaluation :

Pursuant to the provisions of the Companies Act 2013 a structured questionnaire wasprepared for the evaluation of each of the Independent Directors and the Board as a whole.The Board of Directors expressed their satisfaction with the evaluation process andoutcome of the same.

NUMBER OF MEETINGS OF BOARD OF DIRECTORS

During the year Board duly met 8 (Eight) times. The details of the meetings of theBoard held during the Financial Year 2015 -2016 forms a part of the Corporate GovernanceReport.

AUDIT COMMITTEE

The composition of the Audit Committee and the number of Audit Committee meetings heldduring the Financial Year 2015 - 2016 forms a part of the Corporate Governance Report.

VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES

The Company has a Vigil Mechanism policy to report genuine concerns or grievances. Thedetails form a part of the Corporate Governance Report.

NOMINATION AND REMUNERATION COMMITTEE

The Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy for selection and appointment of Directors Key managerial personnel andSenior Management and their remuneration. The Nomination & Remuneration Policy isstated in the Corporate Governance Report.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS U/s 186 OF THE COMPANIES ACT 2013

The Company has not given any loan guarantee or security in connection with any loanto any other body corporate or person exceeding the specified limits mentioned undersection 186(2) of the Companies Act 2013.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the rules madethere under the Company has appointed M/s Priti J Sheth & Associates a firm ofCompany Secretaries in Practice (C.P. No 5518) to undertake the Secretarial Audit of theCompany.

The Secretarial Audit Report is included as “Annexure C” and forms anintegral part of this report.

Boards Comments on Qualifications/ Observations by Secretarial Auditor:

As there were no operations during the year and consequent inadequacy of fundsManagement was unable to appoint any Key Managerial Personnel internal auditor asrequired under the provisions of Companies Act 2013.

Company has its website however same is not functioning.

Since all the Directors on Board are Independent they are not liable to retire byrotation as per Section 149(13) of Companies Act 2013.

CORPORATE GOVERNANCE

As per Regulation 27 of SEBI (Listing Obligations and Disclosures Requirements)Regulation 2015 a separate section on corporate governance practices followed by theCompany together with a certificate from the Company Secretary in Practice confirmingcompliances forms an integral part of this Report.

RISK MANAGEMENT POLICY

The Company has a Risk Management framework to identify evaluate business risks andopportunities. The framework helps in identifying risks exposure and potential impactanalysis for the Company level. The details form a part of the Corporate GovernanceReport.

DIRECTORS' RESPONSIBILITY STATEMENT

To the best of our knowledge and belief and according to the information andexplanations obtained your Directors make the following statements in terms of Section134(3) (c) of the Companies Act 2013:

1. That in preparation of the Annual Accounts for the year ended 31st March 2016 theapplicable accounting standards have been followed along with the proper explanationrelating to material departures if any;

2. And applied them consistently and made judgments and estimates that are reasonableand prudent so as to give a true and fair view of the state of affairs of the Company asat March 31 2016 and of the profit of the company for the year ended on that date;

3. That 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.

4. That the Directors have prepared the annual accounts on a going concern basis.

5. That the directors had laid down Internal Financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively;

6. That the directors had devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

PARTICULARS OF EMPLOYEES

The Company wishes to place on record their appreciation to the contribution made bythe employee of the Company during the period.

During the year under review there were no employees who were in receipt of theremuneration beyond the limits prescribed under Rule 5 (2) of Companies (Appointment andRemuneration) Rules 2014 and therefore no disclosures need to be made under the saidsection.

ACKNOWLEDGEMENTS

The Board of Directors of acknowledge the continued support and co-operation extendedby the Statutory Authorities Government Authorities Bankers Stock Exchange Stakeholders and employees of the Company.

By Order of the Board
For Sigrun Holdings Limited
Sd/- Sd/-
Kumar Naga Sri Rama Chavva MuninderKundan
Director Director
DIN: 07347939 DIN: 07028299
Place: Mumbai
Date: 16th May 2016

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