TO THE MEMBERS OF SRESTHA FINVEST LIMITED
Your Directors have pleasure in presenting the 34hDirector's Report ofSRESTHA FINVEST LIMITED (the Company) and along with the Audited financial statements forthe financial year ended 31st March 2019.
1. FINANCIAL RESULTS
The financial results of the Company for the year ended 31st March 2019 is summarizedbelow:
(Rs in lakhs)
|Particulars ||Year Ended 31st March 2019 ||Year Ended 31st March 2018 |
|Income from Operations ||397.06 ||306.04 |
|Non-operating Income ||0.00 ||1.06 |
|Total Income ||397.06 ||307.10 |
|Total Expenditure ||252.46 ||147.20 |
|Profit/Loss before Depreciation Interest and Taxation ||144.60 ||159.90 |
|Interest & Finance Charges ||186.05 ||110.57 |
|Depreciation ||1.06 ||1.64 |
|Profit/Loss before Tax ||(42.51) ||47.69 |
|Provision for Current Taxes ||0.00 ||15.76 |
|Provision for Deferred Taxes ||(0.06) ||(0.26) |
|Profit/Loss after Tax ||(42.45) ||32.19 |
|Statutory Reserve ||0.00 ||6.39 |
|Balance in Profit & Loss Account ||(38.53) ||25.80 |
|Balance carried to Balance Sheet ||(38.53) ||25.80 |
No Dividend has been declared during the year in order to preserve the resources forfuture growth of the company.
3. TRANSFER TO RESERVES
Due to loss the company has abstained from transfer to any reserves.
4. OPERATING RESULTS AND BUSINESS OPERATIONS
During the financial year 2018- 2019 your Company has incurred a loss of Rs.38.53Lakhs as compared to achieving a profit of Rs.32.19lakhs in previous year 2017-2018.
5. HUMAN RESOURCES DEVELOPMENT
The Company has continuously adopted structures that help attract best external talentand promote internal talent to higher roles and responsibilities. Company's Health andSafety Policy commits to provide a healthy and safe work environment to all employees.
6. DISCLOSURE AS PER SEXUAL HARRASSMENT OF WOMEN AT
WORKPLACE (PREVENTION PROHIBITION AND REDRESSAL) ACT 2013
The Company has zero tolerance for sexual harassment at workplace and has adopted apolicy on prevention prohibition and redressal of sexual harassment at workplace in linewith the provisions of Sexual Harassment of Women at Workplace (Prevention Prohibitionand redressal) Act 2013 and the rules framed there under. During the financial year2018-19 No complaints remain pending as of 31st March 2019.
7. BUSINESS EXCELLENCE AND QUALITY INITIATIVES
Your Company continues to be guided by the philosophy of business excellence to achievesustainable growth
8. DOCUMENTS PLACED ON THE WEBSITE (www.srestha.co.in)
The following documents have been placed on the website in compliance with the Act:
Financial statements along with relevant documents as per third proviso tosection 136(1).to section 177(10).
9. SUBSIDIARY COMPANIES
Your Company has no subsidiaries. There are no associate companies within the meaningof Section 2(6) of the Companies Act 2013 (Act").
10. CORPORATE GOVERNANCE REPORT MANAGEMENT DISCUSSION & ANALYSIS AND OTHERINFORMATION REQUIRED UNDER THE COMPANIES ACT 2013 AND LISTING AGREEMENT
As per Securities Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 and Listing Agreement entered into with the stockexchanges Corporate Governance Report with Auditors' certificate thereon and ManagementDiscussion and Analysis report are attached and form part of this report. Variousinformation required to be disclosed under the Act and the Listing Agreement is set out inthe Annexure-I and forms part of this report.
11. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement of Section 134(5) of the Act and based on therepresentations received from the management the directors hereby confirm that:
i. in the preparation of the annual accounts for the financial year 2018-19 theapplicable accounting standards have been followed and there are no material departures;
ii. they have selected such accounting policies and applied them consistently and madejudgment sand estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the Company at the end of the financial year and of the profitof the Company for the financial year;
iii. they have taken proper and sufficient care to the best of their knowledge andability for the maintenance of adequate accounting records in accordance with theprovisions of the Act. They confirm that there are adequate systems and controls forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;
iv. they have prepared the annual accounts on a going concern basis;
v. they have laid down internal financial controls to be followed by the Company andthat such internal financial controls are adequate and operating properly; and
vi. they have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.
12. AUDITORS AND SECRETARIAL AUDITORS REPORT
There are no disqualifications reservations or adverse remarks or disclaimers in theAuditors and Secretarial Auditors Report.
13. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO
The Disclosure stipulated as under Section 134(3) of Companies Act 2013 read with Rule8 of the Companies(Accounts) Rules 2014 is as under :-
1. The Company is not a Manufacturing company nor does the company has any EnergyConsumption based business other than normal consumption of Energy in AdministrativeOffice. The company deploys all the possible measure to conserve the energy and increaseusage of green energy.
2. The Company is not involved in any Technological Absorption based activities. Hencesame is not reportable.
3. The Company has not dealt in any Foreign Exchange in any manner during the yearunder review. Hence the same is not reportable.
14. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The CSR Policy Rules are not applicable to the Company during the year under review.
15. BOARD EVALUATION
The performance evaluation of the Board its Committees and individual directors wasconducted and the same was based on questionnaire and feedback from all the Directors onthe Board as a whole Committees and self-evaluation. Directors who were designated heldseparate discussions with each of the Directors of the Company and obtained their feedbackon overall Board effectiveness as well as each of the other Directors. Based on thequestionnaire and feedback the performance of every director was evaluated in the meetingof the Nomination and Remuneration Committee (NRC).
The meeting of NRC also reviewed performance of the Chief Financial Officer andWholetime Director on goals (quantitative and qualitative) set since their appointmentduring the year.
A separate meeting of the independent directors (Annual ID meeting") wasconvened which reviewed the performance of the Board (as a whole) the non-independentdirectors and the Chairman. Post the Annual ID meeting the collective feedback of each ofthe Independent Directors was discussed by the Chairman of the NRC with the Board'sChairman covering performance of the Board as a whole performance of the non-independentdirectors and performance of the Board Chairman.
16. DEPOSIT FROM PUBLIC
The Company has not accepted any deposits from public and as such no amount on accountof principal or interest on deposits from public was outstanding as on the date of thebalance sheet.
17. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board recommends their appointments and accordingly resolutions seeking approval ofthe members for their appointments/ratifications have been included in the Notice offorthcoming Annual General Meeting of the Company.
Mrs. Navitha Jain director retires at this general meeting and being eligible offersherself for re-appointment.
Pursuant to the provisions of Section 203 of the Act the appointment of Mr. KamleshParasmal Wholetime Director and Chief Financial Officer Mrs.Navitha Jain (Non -Executive -Non-Independent Director and Ms. Ayushi Sharma Company Secretary wereformalized as the Key Managerial Personnel of the Company.
Pursuant to the provisions of Section 139 of the Act and the rules framed thereunderM/s.J.V. Ramanajam & Co Chartered Accountants were appointed as Statutory Auditorsof the Company from the conclusion of the this Annual General Meeting (AGM) of the Companytill the conclusion of the next AGM to be held in the year2023 subject to ratification oftheir appointment at every AGM.
20. PARTICULARS OF EMPLOYEES
The information required under section 197 of the Act and rules made thereunder inrespect of employees of the Company are disclosed appropriately.
The Directors wish to convey their appreciation to business associates for theirsupport and contribution during the year. The Directors would also like to thank theemployees shareholders customers suppliers alliance partners and bankers for thecontinued support given by them to the Company and their confidence reposed in themanagement.
By Order of the Board of Directors
For SRESTHA FINVEST LIMITED
Whole time Director
DIN No: 00810823