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Sindu Valley Technologies Ltd.

BSE: 505504 Sector: IT
NSE: N.A. ISIN Code: INE809Q01012
BSE 00:00 | 20 Dec Sindu Valley Technologies Ltd
NSE 05:30 | 01 Jan Sindu Valley Technologies Ltd
OPEN 15.55
PREVIOUS CLOSE 15.55
VOLUME 50
52-Week high 15.55
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 1
Buy Price 15.55
Buy Qty 200.00
Sell Price 0.00
Sell Qty 0.00
OPEN 15.55
CLOSE 15.55
VOLUME 50
52-Week high 15.55
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 1
Buy Price 15.55
Buy Qty 200.00
Sell Price 0.00
Sell Qty 0.00

Sindu Valley Technologies Ltd. (SINDUVALLEY) - Director Report

Company director report

The Members

Your Directors are pleased to present their 43rd Annual Report on the working of theCompany together with the Audited Statements of Accounts for the year ended 31st March2020.

FINANCIAL RESULTS

Particulars Year Ended 31-03-2020 Year Ended 31-03-2019
Rs. Rs.
Income
Revenue from Operation 631820 600000
Other Income 1580 1664
Total 633400 601664
Expenses
Finance Cost - -
Employees Benefit Expenses 119290 43500
Other Expenses 503235 479064
Total 622525 522564
Profit/(Loss) before tax 10875 79100
Tax Expenses
Current Tax-earlier year -- --
Current Tax 2830 20566
Profit/(loss) for the year 8045 58534

Dividend:

Directors have not recommended any dividend.

Directors' Responsibility Statement:

Pursuant to Section 134(5) of the Companies Act 2013 the Board of Directors to bebest of their knowledge confirm that -

a) in the preparation of the accounts the applicable accounting standards have beenfollowed along with proper explanations relating to material departure;

b) appropriate accounting policies have been selected and applied consistently and havemade judgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company at the end of the financial year and of theprofit of the Company for that period;

c) proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding the assets of theCompany and for preventing and detecting fraud and other irregularities;

d) the annual accounts have been prepared on a going concern basis;

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

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

MANAGEMENT DISCUSSION AND ANALYSIS

To avoid duplication of certain information in Directors' Report and ManagementDiscussion & Analysis the Board of Directors of your Company has presented thecomposite summary of performance and functions of the Company.

Economy

Indian economy was one of the fastest growing economy in the world. Due to suddenoutbreak of COVID-19 pandemic world over the fourth quarter was adversely effected. SinceFebruary2020 lock down in the country has brought all the business activity at stagnant.Unemployment and sluggish demand are the main areas of concern. Though efforts are beingmade by the Government to revive the economy by announcing various stimulus andliberalizing laws and rules exact outcome of these measures will take little time.

Industry Structure and development

However with globalization the industry is increasingly pre-dominated bymultinational consultancy firms.

Performance:

During the year under review the Company earned an operating income of Rs.631820/-as against Rs. 600000/- in previous year. Earnings before tax was Rs.10875/- as againstRs. 79100/- a year ago. Profit after tax for the year decreased to Rs.8045/- as againstRs. 58534/- in previous year.

No amount is transferred to general reserves and it is proposed to carry forward thebalance of Rs. 8045/- in the Statement of Profit & Loss.

Material Changes and Commitment:

There has been no material change and commitment affecting the financial position ofthe Company between the end of the financial year to which the financial statements relateand the date of this report.

Opportunity and Threats:

Considering the Indian macro-economic factors are in much better shape as also variousstimulates being provided by the Government it appears that the Company will have betteropportunity to grow.

Future Outlook:

Considering the uncertainty due to COVID-19 your Directors are reluctant to make anycomment on future in particularly Since GDP of the country is expected to bounce back to6-7% it seems that the country will come back to a higher growth trajectory.

Subsidiary:

The Company does not have any subsidiary company.

Consolidated Financial Statement:

Since the Company does not have any subsidiary company or associate or joint ventureconsolidated financial statements are not prepared.

Corporate Governance:

Provisions of para C D and E of Schedule V of the SEBI (Listing Obligations andDisclosures Requirements) Regulations 2015 are not applicable to your Company. Hencereport on Corporate Governance is not annexed.

Loans Guarantees and investments

The Company has not given any loan or guarantee. The Company has not made anyinvestment in shares securities and bonds.

Public Deposit:

Your Company has not accepted any deposits from the public its shareholders oremployees during the year under review.

Transaction with Related Parties:

None of the transactions with related parties falls under the scope of Section 188(1)of the Companies Act 2013. Hence Information on transactions with related partiespursuant to Section 134 (3)(h) of the Act read with rule 8(2) of the Companies (Accounts)Rules2014 in Form AOC-2 is not provided.

Conservation of Energy etc.

Since your Company is not engaged in any manufacturing activity information asrequired under the provisions of Section 143(3)(m) of the Act is not furnished. During theyear the Company neither earned nor spent any foreign exchange.

Directors and Key Managerial Personnel

To comply with the requirement of the Companies Act 2013 Mr. Upendra Shukla shallretire by rotation at the ensuing Annual General Meeting and being eligible has offeredhimself for re-appointment.

Ms. Sneha Shukla was appointed as a Chief Executive Officer of the Company effectivefrom April 01 2019. Mr. Gautam Jain is the Chief Finance officer of the Company and Ms.Muskan O. Khandal is the Company Secretary.

During the year under review none of the non-executive directors had any pecuniaryrelationship or transactions with the Company.

Disclosure by Independent Directors:

All the Independent Directors have furnished declarations that they meet the criteriaof independence as laid down under Section 149 (6) of the Companies Act 2013.

Audit Committee:

The Audit Committee comprises of Mr. Raghu Poojary and Ms. Kajal A. Jain; both

Independent Directors and Mr. Upendra Shukla. Mr. R. Poojary is the Chairman of theCommittee. All the members of the Committee are having financial and accounting knowledge.The Committee met four times during the financial year 2019-20.

Nomination & Remuneration committee/policy:

During the financial year ended 31st March 2020 the Nomination & RemunerationCommittee was comprised of Mr. Raghu Poojary Ms. Kajal A. Jain and Mr. Upendra Shukla.The Committee met once during the financial year.

The Nomination and Remuneration Policy recommended by the Nomination & RemunerationCommittee is duly approved and adopted by the Board of Directors. The said policy isannexed to the report as Annexure I.

Stakeholder Relationship Committee:

Pursuant to the provisions of section 178 of the Companies Act 2013 and otherapplicable provisions of SEBI (LODR) Regulations 2015 the Company does not have anysecurity holder up to one thousand. Hence Company is not required to form Stakeholder'sRelationship Committee.

Board Meetings:

Five meetings of the board were held during the year under review. One meeting of theindependent directors was also held during the year.

Board Evaluation:

Pursuant to the provisions of the Companies Act 2013 the Board of Directors had donethe annual evaluation of its own performance its committees and individual directors. TheNomination and Remuneration Committee reviewed the performance of the individual directorson the basis of criteria such as the contribution of the individual director to the Boardand committee meetings.

CSR Committee:

The Company does not fulfill any of the three criteria specified in Section 135(1) ofthe Companies Act 2013 and as such is not required to comply with the provisions ofSection 135 of the Companies Act 2013 and Companies (Corporate Social ResponsibilityPolicy) Rules 2014.

Internal Control System:

Adequate internal control systems are in place to maintain quality of product properaccounting as per norms and standards prescribed asset maintenance and its proper use.The Company has an independent internal auditor who periodically reviews the accounts andreports to the Audit Committee.

Risk Management:

The management continuously access the risk involved in the business and all outefforts are made to mitigate the risk with appropriate action.

Employee:

Relations between the management and employees were cordial through-out the year.

No remuneration was paid to any of the directors. Hence the particulars of employeesrequired under Rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 are not provided.

The Company had only one employee drawing remuneration of Rs.43500/- per annum. Henceinformation required under Section 197(12) of the Companies Act 2013 read with Rule 5 (2)and 5(3) of the Companies (Appointment and Remuneration of Management Personnel) Rule2014 is not furnished.

Auditors:

According to Directors there are no adverse remarks made by Statutory Auditors intheir report. Notes to the accounts are self explanatory to comments/observation made bythe auditors in their report. Hence no separate explanation is given.

Secretarial Audit Report

During the year Secretarial Audit was carried out by M/s. DDB & CompanyPracticing Company Secretaries for the financial year 2019-20. The report on theSecretarial Audit is appended as Annexure II to this report.

Details of significant & material orders Passed by the regulators or Courts orTribunal:

No such order was passed by any of the authorities which impacts the going concernstatus and company's operations in future.

Extract of Annual Return

Pursuant to the provisions of Section 92(3) and Section 134(3)(a) of the Companies Act2013 a copy of the Annual Return of the Company for the year ended 31st March 2020 isannexed to this report as Annexure III.

Vigil Mechanism:

The Company has a vigil mechanism policy to deal with instances of fraud andmismanagement. The whistle blower policy is adopted by the Board of Directors and ishosted on the website of the Company.

Fraud reporting:

During the year no fraud whether actual suspected or alleged was reported to theBoard of Directors. Prevention of sexual harassment at workplace:

Since the Company does not have any woman employee the provisions of the ‘SexualHarassment of Women at Workplace (Prevention Prohibition & Redressal) Act are notapplicable.

Cautionary statement:

Statements in the Annual Report particularly those which relate to ManagementDiscussion and Analysis may constitute forward looking statements within the meaning ofapplicable laws and regulations. Although the expectations are based on the reasonableassumption the actual results might differ.

Acknowledgement:

The Directors wish to place on record their deep sense of appreciation to the Company'sBankers all the staff members for their unstinted support. Your directors also wish tothank the shareholders for confidence reposed in the management of the Company.

For & On Behalf of Board of Directors

SINDU VALLEY TECHNOLOGIES LTD
(UPENDRA SHUKLA)
CHAIRMAN
DIN:00220067
Place: Mumbai
Dated: 07/09/2020

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