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Tashi India Ltd.

BSE: 512271 Sector: Financials
NSE: N.A. ISIN Code: INE552H01017
BSE 00:00 | 31 Jul Tashi India Ltd
NSE 05:30 | 01 Jan Tashi India Ltd
OPEN 110.75
PREVIOUS CLOSE 110.75
VOLUME 5
52-Week high 110.75
52-Week low 0.00
P/E 11.54
Mkt Cap.(Rs cr) 8
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 110.75
CLOSE 110.75
VOLUME 5
52-Week high 110.75
52-Week low 0.00
P/E 11.54
Mkt Cap.(Rs cr) 8
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Tashi India Ltd. (TASHIINDIA) - Director Report

Company director report

The Directors present their Thirty Sixth Annual Report and AuditedStatement of Accounts for the year ended 31st March 2021.

FINANCIAL RESULTS :

Particulars FY 2020-21 FY 2019-220
Total Income 18669889/- 28718733/-
Total Expense 17357454/- 27831108/-
Profit Before Tax 1312435/- 887625/-
Less: Current Tax 331468/- 244014/-
Less: Deferred Tax (2357562/-) 1171776/-
Profit after Tax 3338529/- (528165/-)
Other Comprehensive Income 10811292/- (5922208/-)
Total comprehensive Income 14149821/- (6450373/-)
Earning Per Share 19.06 (8.69)

DIVIDEND:

The Directors regret their inability to recommend any dividend for theyear under review.

WORKING & PERFORMANCE :

The Performance of the company was satisfactory during the year underreview. Your Company plans to take the performance to the next level by adopting modernways and hence your Directors are confident of achieving better working results in thecoming years.

EXTRACT OF ANNUAL RETURN :

The extract of Annual Return in format MGT-9 for the Financial Year2020-21 has been enclosed with this report.

NUMBER OF BOARD MEETINGS :

During the Financial Year 2019-20 Four (4) meetings of the Board ofDirectors of the Company were held i.e. on 25/06/2020 07/08/2020 09/11/2020 and 10/02/2021.

SEPARATE MEETING OF INDEPENDENT DIRECTORS :

During the year under review a separate meeting of IndependentDirectors without the attendance of Non-Independent Directors and members of theManagement was held on 15th Day of March 2021 as required under Schedule IV of theCompanies Act 2013 (Code for Independent Directors) read with Regulations 25(3) of theSEBI (Listing Obligation & Disclosure Requirements) Regulations 2015.

The Independent Directors inter-alia reviewed the performance of theNon- Independent Directors Chairman of the Company and the Board as a whole.

DECLARATION BY INDEPENDENT DIRECTORS :

The Company has received necessary declarations from all theIndependent Directors of the Company Under Section 149(7) of the Companies Act 2013confirming that they meet the criteria of Independence laid down in Section 149(6) of theCompanies Act 2013.

DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the CompaniesAct 2013 Your Directors confirm that :

• In the preparation of Annual Accounts for the financial yearended March 31 2021 the applicable accounting standards have been followed along withproper explanation relating to material departures.

• The Directors have selected such accounting policies and appliedthem consistently and made judgements and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit and loss of the Company for that period.

• The Directors have taken proper and sufficient care toward themaintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.

• The Annual Accounts have been prepared on a going concern basis.

The Directors have laid down internal financial controls which areadequate and are operating effectively.

• The Directors have devised proper systems to ensure compliancewith the provisions of all applicable laws and such systems are adequate and operatingeffectively.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION143(12):

During the year under review there were no frauds reported by theStatutory Auditors to the Audit Committee of the Board under section 143(12) of theCompanies Act 2013.

PUBLIC DEPOSITS :

The company being a Non-Banking Finance Company has not accepted anydeposits from the public during the year under review and shall not accept any depositsfrom the public without obtaining prior approval of RBI.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES :

There are no related party transactions as referred under Section188(1) of the Companies Act 2013 for the Financial Year 2020 - 21.

SECRETARIAL AUDITOR :

The Board of Directors of the Company has appointed M/s. More Daliya& Associates Practicing Company Secretaries Nagpur to conduct Secretarial Audit forthe Financial Year 2020-21. The Secretarial Audit Report for the Financial Year ended onMarch 31 2021 is annexed herewith to this Report.

The said report does not contain any qualification reservation oradverse remark by the Secretarial Auditor.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

Particulars of loan guarantee and investments if any covered underSection 186 of the Companies Act 2013 are given in notes to the Financial Statementsprovided in this Annual report.

CORPORATE SOCIAL RESPONSIBILITY POLICY:

Your Directors informed that the Company is not required to abide theprovisions of Section 135 of the Companies Act 2013 and Rules made thereunder andRegulation 15(2) of SEBI (Listing Obligation & Disclosure Requirement) Regulations2015 in relation to the Corporate Social Responsibility as the Company is not coveredunder any of the conditions / criteria mentioned under Section 135 of the Companies Act2013 and SEBI (Listing Obligation & Disclosure Requirement) Regulations 2015.

BOARD EVALUATION :

The Companies Act 2013 states that a formal annual evaluation needs tobe made by the Board and Schedule IV of the Companies Act 2013 states that the performanceevaluation of Independent Directors shall be done by the entire Board of Directorsexcluding the Director being evaluated. The evaluation of all the Directors and the Boardas a whole was being conducted.

AUDIT COMMITTEE :

In terms of Section 177 of the Companies Act 2013 read with Rule 6 ofthe Companies (Meetings of Board and its Powers) Rules 2014 the Audit Committee of theBoard of Directors consisting of below mentioned Independent Directors :

(i) Mr. Akshay Ranka (DIN: 00235788) - Chairman (Independent Director)

(ii) Mr. S.C.Agrawal (DIN: 00511873) -Member (Independent Director)

(iii) Mrs. Shweta Jejani (DIN: 07097052)-Member (Independent Director)

as a practice of good Corporate Governance. All the recommendationsmade by the Audit Committee were accepted by the Board.

NOMINATION & REMUNERATION COMMITTEE :

In terms of Section 178 of the Companies Act 2013 read with Rule 6 ofthe Companies (Meetings of Board and its Powers) Rules 2014 the Company has constitutedNomination & Remuneration Committee of the Board of Directors consisting of belowmentioned Independent Directors :

(i) Mr. Akshay Ranka (DIN: 00235788) - Chairman (Independent Director)

(ii) Mr. S.C.Agrawal (DIN: 00511873) - Member (Independent Director)

(iii) Mrs. Shweta Jejani (DIN: 07097052) - Member (IndependentDirector)

as a practice of good Corporate Governance.

VIGIL MECHANISM :

The Vigil Mechanism of the Company which also incorporates a whistleblower policy in terms of Section 177(9) of the Companies Act 2013 and Regulation 22 ofSEBI (Listing Obligation & Disclosure Requirement) Regulations 2015 includes anEthics comprising senior Executives of the Company. Protected disclosures can be made by awhistle blower through an e-mail or letter. The policy on vigil mechanism may be accessedon the Company's website at www.tashiindia.com.

CODE OF CONDUCT:

Your Directors informed that pursuant to provisions of Regulation 17(5)of SEBI (Listing Obligation & Disclosure requirement) Regulations 2015 every ListedCompany is under an obligation to adopt a policy on Code of Conduct for all the Members ofthe Board of Directors and Senior Management. As per the said Regulation the Board ofDirectors adopted the Policy on code of conduct for all the Members of Board of Directorsand Senior management of the Company.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION RESEARCH ANDDEVELOPMENT:

Your Directors are of the opinion that with respect to conservation ofenergy and technology absorption as prescribed under Section 134(3)(m) of the CompaniesAct 2013 read with the Companies (Accounts) Rules 2014 are not relevant in view of thenature of business activities of the Company and hence are not required to be given.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

During the year under review there is no foreign exchange earningoutgo and expenditure.

DIRECTORS:

In view of the provisions of the Companies Act 2013 Shri Rohit Bajaj(DIN: 00511745) retires from the Board by rotation this year and being eligible offershimself for re-appointment.

ASSOCIATE COMPANIES:

The Company is an Associate of M/S Rohit Techserve Limited (LormerlyKnown as Rohit Machines and Labricators Limited) by virtue of section 2(6) of theCompanies act 2013 pursuant to Proviso to Section 129(3) of the Companies Act 2013statement containing the salient features of the financial statement of the Company'sAssociate is attached herewith.

CONSOLIDATED FINANCIAL STATEMENTS:

The Board of Directors also present the Audited Consolidated FinancialStatements incorporating the duly audited financial statements of the Associate Companyand as prepared in compliance with the Companies Act 2013 and all other applicableprovisions.

A separate statement containing the salient features of our associateCompany inthe prescribed form AOC-1 is annexed.

LISTING OF SHARES:

The Shares of the Company continued to be listed on the Stock ExchangeMumbai. The Company has paid the annual listing fee for the financial year 2020-2021.

The Equity Shares of the Company has the Electronic connectivity underISIN No. INE552H01017 To provide service to the Shareholders the Company has appointedM/s. Adroit Corporate Services Private Limited 1st Floor 19 Jaferbhoy IndustrialEstate Makwana Road Marol Naka Mumbai-400 059 as Registrar and Transfer Agent of theCompany for existing physical based and allied Secretarial Services for its Members /Investors and for Electronic Connectivity with NSDL and CDSL.

STATUTORY AUDITORS AND AUDITORS' REPORT :

Pursuant to the provisions of section 139 of the Companies Act 2013and the rules made thereunder the auditors of the Company M/s VMSS & AssociatesChartered Accountants Kolkata (Firm Reg. No. 328952E) were appointed at the AGM ofFinancial Year 2016-17 by the shareholders for five years term to hold the office untilthe conclusion of the 37th Annual General Meeting.

The Auditor's Report on the Financial Statements of the Company for theYear ending 31st March 2021 is unmodified i.e it does not contain any qualificationreservation or adverse remarks. The Auditor's report is enclosed with the Financialstatement forming part of the Annual Report.

DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORSOR COURT OR TRIBUNAL:

During the year under review there are no orders passed by anyauthorities which impacts the going concern status and company's operations in future.

INTERNAL FINANCIAL CONTROLS :

The Company has in place adequate internal financial controls withreference to financial statements. During the year such controls were tested and noreportable material weakness in the design or operation was observed.

STATUTORY DISCLOSURES:

None of the Directors of your Company are disqualified as per theprovisions of Section 164(2) of the Companies Act 2013. Your Directors have madenecessary disclosures as required under various provisions of the Companies Act 2013and SEBI LODR.

MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

No material changes / events affecting the financial position of theCompany occurred between the end of the financial year 31st March 2021 till date of thisreport.

ACKNOWLEDGEMENT:

Your Directors are grateful to Bankers for their continued supportco-operation and assistance during the year. Your Directors express their thanks for thesincere and dedicated efforts put in by the workers staff and officers during the year.

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