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Triveni Enterprises Ltd.

BSE: 538569 Sector: Others
NSE: N.A. ISIN Code: INE916P01025
BSE 12:34 | 23 Mar 2.34 -0.06
(-2.50%)
OPEN

2.41

HIGH

2.41

LOW

2.27

NSE 05:30 | 01 Jan Triveni Enterprises Ltd
OPEN 2.41
PREVIOUS CLOSE 2.40
VOLUME 69801
52-Week high 14.35
52-Week low 1.90
P/E 11.70
Mkt Cap.(Rs cr) 13
Buy Price 2.34
Buy Qty 6.00
Sell Price 2.35
Sell Qty 1137.00
OPEN 2.41
CLOSE 2.40
VOLUME 69801
52-Week high 14.35
52-Week low 1.90
P/E 11.70
Mkt Cap.(Rs cr) 13
Buy Price 2.34
Buy Qty 6.00
Sell Price 2.35
Sell Qty 1137.00

Triveni Enterprises Ltd. (TRIVENIENTERPRI) - Director Report

Company director report

1. INTRODUCTION

Your Directors are elated in presenting the 37th Annual Report of the Company alongwith the Audited Financial Statements of the Company for the financial year ended as on31st March 2022.

2. HIGHLIGHTS/PERFORMANCE OF THE COMPANY (STANDALONE)

(Amount in Rs)
Particulars Current Financial Year Previous Financial Year
(2021-2022) (2020-2021)
Net Profit/(Loss)Before 13778895 1108400
Depreciation and Tax
Depreciation Nil Nil
Profit /(Loss) before Tax 13778895 1108400
Provision for Tax 3833289 288184
Profit/ (loss) after Tax 9945606 820216
Balance Brought forward 6371535 5555679
Tax - Earlier Years 0.00 0.00
Balance Carried to Balance Sheet 16317142 6371535

3. BUSINESS OVERVIEW:

The Company is involved in the business of trading of textiles. The company is planningfor expansion of its business. The company wishes to expand and grow its business inimports exports and manufacturing unit also. The Net profit of the Company has Increasedfrom Rs.820216/-. to Rs. 9945606/-. The Company's policy of management has providedcushion effect to the adversities of the market on the performance of Company.

4. DIVIDEND:

Your Directors feel that it is prudent to plough back the profits for future growth ofthe Company and with a view to conserve the resources they do not recommend any dividendfor the year ended 31st March 2022.

5. CHANGE IN NATURE OF BUSINESS:

There was no change in nature of business activity during the year.

6. TRANSFERS TO RESERVES:

The Company has not transferred any amount to the Reserve for the financial year endedMarch 31 2022

7. CORPORATE SOCIAL RESPONSIBILITY :

The Company has not developed and implemented any Corporate Social Responsibilityinitiatives as the provisions of Section 135 of the Companies Act 2013 are notapplicable.

8. DIRECTORS' RESPONSIBILITY STATEMENT:

As required under clause (c) of sub-section (3) of section 134 of the Companies Act2013 directors to the best of their knowledge and belief state that: (a) in thepreparation of the Annual Accounts the applicable Accounting Standards had been followedalong with proper explanation relating to material departures; (b) the Directors hadselected such Accounting Policies and applied them consistently and made judgments andestimates that are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company at the end of the financial year and of the Profit and Loss ofthe Company for that period; (c) the Directors had taken proper and sufficient care forthe maintenance of adequate accounting records in accordance with the provisions of thisAct for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities; (d) the Directors had prepared the Annual Accounts on a goingconcern basis; and (e) the Directors had laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate and wereoperating effectively; and (f) the Directors had devised proper systems to ensurecompliance with the provisions of all applicable laws and that such systems were adequateand operating effectively.

9. EXTRACT OF ANNUAL RETURN:

The Annual Return of the Company as on March 31 2022 in Form MGT - 7 in accordancewith Section 92(3) of the Act read with the Companies (Management and Administration)Rules 2014 is available on the website of the Company at www.trivenienterprisesltd.in.

By virtue of amendment to Section 92(3) of the Companies Act 2013 the Company is notrequired to provide extract of Annual Return (form MGT- 9) as part of the Board's Report.

10. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There was no contract or arrangements made with related parties as defined underSection 188 of the Companies Act 2013 during the year under review.

11. DIRECTORS OR KEY MANAGERIAL PERSONNEL APPOINTMENTS /

RESIGNATIONS DURING THE YEAR:

As per the provisions of Section 149 and 152 of the Companies Act the shareholders attheir Annual General Meeting held on 30th September 2021 (Last years AGM) had approvedthe re- appointment of all existing Independent Directors of the Company for tenure of upto five consecutive years. None of the Independent Directors are liable to retire byrotation. i) In accordance with section 149(7) of the Companies Act 2013 eachIndependent Director has confirmed to the Company that he or she meets the criteria ofindependence laid down in Section 149(6) of the Companies Act 2013 and Regulation 25 ofSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

ii) Further in accordance with provisions of Section 152 of the Companies Act 2013read with the Companies (Appointment and Qualification of Directors) Rules 2014 and theArticles of Association of your Company Mr. Ramchandra Ramhit Varma (DIN: 06729665)Director of the Company is liable to retire by rotation at the ensuing AGM and beingeligible offered her for reappointment.

iii) Mr. Arvind Gupta (DIN: 02912070) was appointed on April 14 2022 as AdditionalDirector in the category of Executive Director.

12. EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The Company has not issued any equity shares with deferential voting rights.

13. NUMBER OF MEETINGS OF BOARD DURING THE YEAR:

The Board met five (5) times during the financial year. The maximum gap between any twoBoard Meetings did not exceed one hundred and twenty days. i.e 30th June 2021 28th July2021 02nd September 202112th November 2021 and 11th February 2022.

14. COMMITTEES OF THE BOARD:

In accordance with the applicable provisions of the Companies Act 2013 and SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 the Board had thefollowing three (3) Committees as on 31st March 2022:

Audit Committee

Nomination and Remuneration Committee

Stakeholders Relationship Committee

15. DECLARATION BY THE INDEPENDENT DIRECTORS:

The Independent Directors have submitted their disclosures to the Board that theyfulfill all the requirements as stipulated in Section 149(6) of the Companies Act 2013 soas to qualify themselves to be appointed as Independent Directors under the provisions ofthe Companies Act 2013 and the relevant rules.

16. CASH FLOW STATEMENT:

As required under Regulation 34 of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 with the Stock Exchanges the Cash Flow Statement isattached to the Balance Sheet.

17. STATUTORY AUDITORS:

At the Annual General Meeting held on August 12 2018 M/s. Jain Anil and AssociatesChartered Accountants (FRN: 115987W) Mumbai were appointed as statutory auditors of theCompany to hold office till the conclusion of the Annual General Meeting to be held in theFinancial Year 2022-23. The report given by the auditors on the financial statement of theCompany is a part of the Annual Report. There has been no qualification reservationadverse remarks or disclaimer given by the auditors in their report.

18. SECRETARIAL AUDIT REPORT:

In terms of Section 204 of the Companies Act 2013 and Rules made there under M/s.H.V.Gor & Co Practicing company Secretaries have been appointed as SecretarialAuditor of the Company. The report of the Secretarial Auditor is enclosed as Annexure Ito this report. The report is self-explanatory however the Company has initiatednecessary steps to comply with various non-compliances as mentioned under the SecretarialAudit Report.

19. DEPOSITS:

During the year under review the Company has not accepted any deposits within themeaning of Section 73 of Companies Act 2013 read with the Companies (Acceptance ofDeposits) Rules 2014.

20. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

OF THE COMPANIES ACT 2013:

During the period under review Company has not given any loans guarantees orinvestments to the Company.

21. LISTING:

The Equity shares of the Company are listed on BSE Ltd and MSEI Limited under ScripCode: 538569.

22. BOARD'S RESPONSE ON AUDITORS QUALIFICATION RESERVATION OR

ADVERSE REMARK OR DISCLAIMER MADE:

There are no qualifications reservations or adverse remarks made by the StatutoryAuditors in their report or by the Company Secretary in Practice in the Secretarial AuditReport.

23. INTERNAL FINANCIAL CONTROLS:

The Directors had laid down internal Financial controls to be followed by the Companyand such policies and procedures adopted by the Company for ensuring the orderly andefficient conduct of its business including adherence to Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation of reliableFinancial information. The Audit Committee evaluates the internal financial control systemperiodically

24. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND GENERAL

MEETING:

During the year under review the Company has complied with the applicable SecretarialStandards i.e. SS-1 and SS-2 relating to "Meetings of the Board of Directors"and "General Meetings" respectively issued by The Institute of CompanySecretaries of India.

25. COST AUDITOR:

The appointment of Cost Auditor for the Company is not applicable to the Company

26. MANAGEMENT DISCUSSION AND ANALYSIS:

As per Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 Management Discussion and Analysis Report is enclosed.

27. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS/ TRIBUNALIMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE:

There are no significant material orders passed by the Regulators / Courts / Tribunalwhich would impact the going concern status of the Company and its future operations.Hence disclosure pursuant to Rule 8 (5) (vii) of Companies (Accounts) Rules 2014 is notrequired.

28. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS

WITH REFERENCE TO THE FINANCIAL STATEMENTS PURSUANT TO RULE 8 (5) (viii) OF COMPANIES(ACCOUNTS) RULES 2014:

The Company has an adequate internal financial control system commensurate with thesize of its business operations.

29. ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION AND FOREIGN

EXCHANGE EARNINGS AND OUTGO

The particulars as required under the provisions of Section 134(3) (m) of the CompaniesAct 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 in respect ofconservation of energy and technology absorption are not required to be furnishedconsidering the nature of activities undertaken by the Company during the year underreview. Further during the year under review the Company has neither earned nor used anyforeign exchange.

30. STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK

MANAGEMENT:

The Company has developed & implemented Risk Management Policy. However Companyhas not come across any element of risk which may threaten the existence of the Company.

31. DISCLOSURES OF AMOUNTS IF ANY TRANSFER TO ANY RESERVES:

It is not proposed to carry any amount to any reserves from the profits of the Company.Hence disclosure under Section 134 (3) (j) of the companies act 2013 is not required.

32. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION PROHIBITION AND REDRESSAL) ACT 2013

The Company has duly set up an Internal Complaints Committee (ICC) in line with therequirements of The Sexual Harassment of Women at the Workplace (Prevention Prohibition& Redressal) Act 2013 to redress complaints received regarding sexual harassment.The following is a summary of sexual harassment complaints received and disposed offduring the year 2021-22.

No of complaints received: Nil
No of complaints disposed off: Nil

33. DISCLOSURE REGARDING ISSUE OF EMPLOYEE STOCK OPTIONS:

The Company has not issued shares under employee's stock options scheme pursuant toprovisions of Section 62 read with Rule 12(9) of Companies (Share Capital and Debenture)Rules 2014.

34. REPORTING OF FRAUDS BY AUDITORS

During the year under review neither the statutory auditors nor the secretarialauditor have reported to the Audit Committee under Section 143(12) of the Companies Act2013 any instances of fraud committed against your Company by its officers and employeesdetails of which would need to be mentioned in the Board's Report.

35. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

The company does not have any subsidiary companies or joint venture companies orassociate companies during the year under review. Also there was no company which havebecome or ceased to become the subsidiaries/joint ventures/associate company (ies) duringthe year.

36. CORPORATE GOVERNANCE:

As per the requirement of SEBI Circular No. Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015 No.SEBI/LAD-NRO/GN/2015- 16/013 dated September 2 2015 the listed companies having paid upequity share capital not exceeding Rs.10 Crores and Net Worth not exceeding Rs.25 Croresas on the last day of the previous financial year is not required to comply with the normsof the Corporate Governance Report.: Since the paid up equity share capital of thecompany is Rs. and Net Worth not exceeding Rs. 25 Crores as on financial year ending 31stMarch 2022 therefore the provisions relating to the Corporate Governance report are notapplicable the company.

37. DISCLOSURE REGARDING ISSUE OF SWEAT EQUITY SHARES:

The Company has not issued sweat equity shares pursuant to provisions of Section 54read with Rule 8 of Companies (Share Capital and Debenture) Rules 2014 during theFinancial Year.

38. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE

REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN

STATUS AND COMPANY'S OPERATIONS IN FUTURE:

There are no significant and material orders passed by the Regulators/ Court who wouldimpact the going concern status of the Company and its future operations.

39. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE COURTS/

REGULATORS/TRIBUNALS:

During the year there are no significant and material orders passed by the regulatorsor courts or tribunals which impact the going concern status and Company's operations infuture.

40. APPRECIATION:

We record our gratitude to the Banks and others for their assistance and co-operationduring the year. We also wish to place on record our appreciation for the dedicatedservices of the employees of the Company. We are equally thankful to our esteemedinvestors for their co-operation extended to and confidence reposed in the management.

By Order of the Board of Directors
Registered Office: For Triveni Enterprises Limited
Office No. 24 Bldg No. 2
N.G. Park S.V. Road Sd/-
Rawalpada Dahisar East Indrajeet Kumar Kuwar
Mumbai 400068 Director
Maharashtra DIN: 06877684
Date: June 10 2022

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