You are here » Home » Companies » Company Overview » Veeram Securities Ltd

Veeram Securities Ltd.

BSE: 540252 Sector: Consumer
NSE: N.A. ISIN Code: INE607V01028
BSE 00:00 | 16 May 14.75 0.70
(4.98%)
OPEN

14.35

HIGH

14.75

LOW

14.05

NSE 05:30 | 01 Jan Veeram Securities Ltd
OPEN 14.35
PREVIOUS CLOSE 14.05
VOLUME 19634
52-Week high 36.64
52-Week low 9.60
P/E 25.43
Mkt Cap.(Rs cr) 74
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 14.35
CLOSE 14.05
VOLUME 19634
52-Week high 36.64
52-Week low 9.60
P/E 25.43
Mkt Cap.(Rs cr) 74
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Veeram Securities Ltd. (VEERAMSECURIT) - Director Report

Company director report

To

The Members

Your Directors present the Annual Report and the Company's Audited Financial Statementfor the financial year ended 31st March 2021.

FINANCIAL RESULTS

The Company's financial performance for the year under review along with previous yearfigures is given hereunder:

(Amount in Rs.)

Particulars 2020-2021 2019-2020
Income for the year 222301519 210240141
Operating & Administrative expenses 186080183 196311866
Profit before Financial Charges 37658149 14551731
Depreciation and Taxation
Less: Depreciation 1436813 623456
Net Profit/(loss) before tax 36221336 13928275
Less: Provision for tax 7000000 3000000
Deferred Tax -68666
Net Profit/(Loss)after tax 29290002 10928275
EPS 2.90 2.55

OPERATION & REVIEW

To receive consider and adopt the audited Balance Sheet as at 31st March 2021 andStatement of Profit & Loss together with Notes forming part thereto ("FinancialStatement") for the year ended on 31st March 2021 and Report of the Board ofDirectors and Auditors thereon. Total Revenue from operation of the company is Rs.205217043/- And the net Profit after tax is Rs.29290002 /- For the Financialyear 2020-21.

DIVIDEND

No Dividend was declared for the current financial year by the Company during the yearunder review.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

Since there was no unpaid/unclaimed dividend the provisions of Section 125 of theCompanies Act 2013 do not apply.

TRANSFER TO RESERVES

During the year under review the Company has not transferred any amount to GeneralReserves account.

CHANGE IN THE NATURE OF THE BUSINESS

During the year there is no change in the nature of the business of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Sr no. Name of Director/KMP Designation
1. Satish Vadilal Sheth Independent director
2. Mahendra Ramniklal Shah Chief Financial Officer
3. Mahendra Ramniklal Shah Managing Director
4. Rakshit Mahendra Shah Director
5. Pinal Rakshitbhai Shah Director
6. Rajeshbhai Shah Director
7. **Mr. Manohar Chunara Independent Director
8. #Sanjay Vibhakar Independent Director
9. *Pooja Jadiya Company Secretary
10. ***Priti Jain Company Secretary

** During the under review Mr. Manohar Chunara Resigned from the post ofIndependent director w.e.f 21st June 2021

# During the under review company has appointed Mr. Sanjay Vibhakar as anIndependent director w.e.f 21st June 2021

*The Board of directors of the company has appointed Ms. Pooja Jadiya as companysecretary and compliance Officer w.e.f 25th February 2021.

*** During the under review Ms. Priti Jain has resigned from the post of directorshipw.e.f 25th February 2021.

Further there was no change in the Board of Director of the Company except abovechanges.

DECLARATION BY INDEPENDENT DIRECTORS

Declaration from all the independent directors has been received that they meets thecriteria of independence as provided in Section 149(6) of the Companies Act 2013.

NUMBER OF BOARD MEETINGS

During the Year under the review the Board of Directors met 9 (Nine) times Details ofthe Meetings are as under.

Board Meetings held during the Year

Date on which the Board Meetings were held Total Strength of the Board No of directors present
17-04-2020 5 4
25-06-2020 6 5
30-06-2020 6 6
08-07-2020 6 5
13-10-2020 6 5
10-11-2020 6 5
07-12-2020 6 5
17-12-2020 6 5
26-02-2021 6 6

Attendance of Directors at Board Meetings and Annual General Meeting

Name Category of

Attendance

Directorship in
Directors Board Last AGM other Public Companies
Mahendra Ramniklal Shah Managing Director 9 Yes 1
Rakshit Mahendra Shah Director 9 Yes 0
Pinal Rakshitbhai Shah Director 9 Yes 0
Rajeshbhai Shah Director 9 Yes 0
Manohar Chunara Independent Director 8 No 1
Satish Vadilal Sheth Independent Director 1 Yes 2

In respect of said meetings proper notices were given and proceedings were properlyrecorded and signed in the Minute Book maintained for the purpose.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and SEBI (LODR) Regulation 2015The Board evaluated the effectiveness of its functioning and that of the Committees and ofindividual directors by seeking their inputs on various aspects of Board/Committee. Theevaluation covered functioning and composition of the Board and its committeesunderstanding of the roles and responsibilities experience competencies participationat the Board and Committee meetings corporate governance practices etc. Evaluation of theBoard and its compositions was carried out through a defined process covering the areas ofthe Boards functioning viz. composition of the Board and Committees understanding ofroles and responsibilities experience and competencies contribution at the meetings etc.

DIRECTORS' RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act 2013 theBoard hereby submits its responsibility Statement:

(a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit and loss of the company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis;

(e) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

(f) The directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with all the secretarial standard applicable to it.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial Controls with reference toFinancial Statements.

The Board has inter alia reviewed the adequacy and effectiveness of the Company'sinternal financial controls relating to its financial statements. During the year suchControls were tested and no reportable material weakness was observed.

RISK MANAGEMENT

Business risk evaluation and management is ongoing process within the Company. TheAssessment is periodically examined by the Board.

CHANGE IN CAPITAL SRUCTURE OF COMPANY

During the year under review The Company has not made any changes in the CapitalStructure of the Company.

MATERIAL CHANGES AND COMMITMENTS IF ANY

During the year under the review there are No other material changes and commitmentsaffecting the financial position of the Company occurred between the ends of the financialyear to which this financial statements relate on the date of this report.

LISTING

During the year company has issued 5775432 bonus shares. The Company has migratedfrom SME platform of BSE Limited to Main Board of BSE Limited with effect from 6thAugust 2021.

ANNUAL RETURN

Annual Return as required under section 134(3)(a) read with Section 92(3) of theCompanies Act 2013 and rule 12(1) of the Companies (Management and Administration) Rules2014 is available on the website of the company at www.veeramsecuritiesltd.com

AUDITORS AND THEIR REPORT STATUTORY AUDITOR

Pursuant to the provisions of Section 139 of the Companies Act 2013 and the Companies(Audit and Auditors) Rules 2014 M/s. PARTH SHAH AND ASSOCIATES (FRN: 144251W) CharteredAccountants the Statutory Auditors of the Company have been appointed in the annualGeneral Meeting held on 29th September 2018 for a term of 5 years with no further needfor ratification at every Annual General Meeting to be held during the said period. TheCompany has received a confirmation from the said Auditors that they are not disqualifiedto act as the Auditors and are eligible to hold the office as Auditors of the Company.Necessary resolution for appointment of the said Auditors is included in the Notice of AGMfor seeking approval of members. The Auditors' Report does not contain any qualification.Notes to Accounts and Auditors remarks in their report are self-explanatory and do notcall for any further comments.

COST AUDITOR

Pursuant to Section 148 of the Companies Act 2013 read with the Companies (CostRecords and Audit) Amendment Rules 2014 the cost audit is not applicable to the Company.

SECRETARIAL AUDITOR

In terms of Section 204 of the Act and Rules made there Practicing Company Secretaryhave been appointed as Secretarial Auditor of the Company. The report of the SecretarialAuditor is enclosed to this report as Annexure-A. The report is self-explanatory.

DEPOSITS

The Company has not accepted or renewed any amount falling within the purview ofprovisions of

Section 73 of the Companies Act 2013 ("the Act") read with the Companies(Acceptance of Deposit) Rules 2014 during the period under review. Hence the requirementfor furnishing the details of deposits which are not in compliance with Chapter V of theAct is not applicable.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary Joint venture or Associate Company.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

In terms of rule (9) of the Companies (Accounts) Rules 2014 The Company has notdeveloped and implemented any Corporate Social Responsibility initiatives as the saidprovisions are not applicable.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIESACT 2013

During the year the Company has not given any loan guarantee or provided security inconnection with the loan to any other body corporate or person or made any investmentshence no particulars of the loans guarantees or investments falling under the provisionsof Section 186 of the Companies Act 2013 are provided by the Board.

RELATED PARTY TRANSACTIONS

During the year under review contracts or arrangements entered into with the relatedparty as defined under section 188 of the companies Act 2013 were in ordinary course ofbusiness and on arms' length basis. Details of the transactions pursuant to compliance ofsection 134(3)(h) of the companies act 2013 and rule 8(2) of the companies (Accounts)Rule 2014 are annexed herewith as per "Annexure B". However there are nomaterially significant related party transactions made by the company with Promoters KeyManagerial Personnel or other designated persons which may have potential conflict withinterest of the company at large.

SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS OR COURTS OR TRIBUNALS IMPACTINGTHE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There is no significant and material order was passed by regulators or courts ortribunals impacting the going concern status and company's operations in future.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

A. CONSERVATION OF ENERGY:

I. the steps taken or impact on conservation of energy : Nil

II. the steps taken by the company for utilising alternate sources of energy : NoneIII. the capital investment on energy conservation equipments : Nil

B. TECHNOLOGY ABSORPTION:

I. the efforts made towards technology absorption : None

II. The benefits derived like product improvement cost reduction product developmentor import substitution: None

III. in case of imported technology (imported during the last three years reckoned fromthe beginning of the financial year):

a) The details of technology imported: None

b) The year of import: N.A

c) Whether the technology been fully absorbed: N.A.

d) If not fully absorbed areas where absorption has not taken place and the reasonsthereof: N.A.

e) The expenditure incurred on Research and Development: Nil

C. There was no foreign exchange inflow or Outflow during the year under review

AUDIT COMMITTEE/ NOMINATION AND REMUNERATION COMMITTEE/ STAKEHOLDERS' RELATIONSHIPCOMMITTEE/ SEXUAL HARASSMENT COMMITTEE

Audit Committee Constitution & Composition of Audit Committee:

Our Company has formed the Audit Committee vide resolution passed in the meeting ofBoard of Directors held on 29th July2016 and further amended as per the applicableprovisions of the Section 177 of the Act read with the Companies (Meetings of Board andits Powers) Rules 2014 (as amended) and also to comply with Regulation 18 of SEBI ListingRegulations (applicable upon listing of Company's Equity Shares). The composition of theAudit Committee and details of meetings attended by the members of the Audit Committee aregiven below:

Name Designation Category

No. of Meetings held during the Period

Held Attended
Manohar Chunara Chairman Non-Executive- Independent Director 4 4
Satish Vadilal Sheth Member Non-Executive- Independent Director 4 1
Pinal R Shah Member Non-Executive-Director 4 4
Rakshit M shah Member Non Executive Director 4 4

VIGIL MECHANISM:

Your Company is committed to highest standards of ethical moral and legal businessconduct. Accordingly the Board of Directors have formulated a Whistle Blower Policy whichis in compliance with the provisions of Section 177 (10) of the Companies Act 2013. Thepolicy provides for a framework and process whereby concerns can be raised by itsemployees against any kind of discrimination harassment victimization or any other unfairpractice being adopted against them.

Nomination and Remuneration Committee:

Constitution & Composition of Remuneration Committee:

Our Company has formed the Nomination and Remuneration Committee as per Section 178 andother applicable provisions of the Act read with the Companies (Meetings of Board and itsPowers) Rules 2014 (as amended) and also to comply with Regulation 19 of SEBI ListingRegulations (applicable upon listing of Company's Equity Shares). The Nomination andRemuneration Committee comprises the following members:

Name Designation Category

No. of Meetings held during the Period

Held Attended
Manohar Chunara Chairman Non-Executive- Independent Director 1 1
Satish Vadilal Sheth Member Non-Executive- Independent Director 1 1
Pinal R Shah Member Non-Executive-Director 1 1

The Policy of nomination and Remuneration committee has been place on the website ofthe company at www.gautamgems.com and the salient features of the same has been disclosedunder "Annexure C"

Stakeholder's Relationship Committee:

Constitution & Composition of Stakeholders Relationship Committee:

Our Company has formed the Stakeholders Relationship Committee as per Section 178 andother applicable provisions of the Act read with the Companies (Meetings of Board and itsPowers) Rules 2014 (as amended) and also to comply with Regulation 20 of SEBI ListingRegulations (applicable upon listing of Company's equity shares)vide board resolutiondated 29th July 2016.

The constituted Stakeholders Relationship Committee comprises the following members:

Name Designation Category

No. of Meetings held during the Period

Held Attended
Manohar Chunara Chairman Non-Executive- Independent Director 1 1
Satish Vadilal Sheth Member Non-Executive- Independent Director 1 1
Pinal R Shah Member Non-Executive- Director 1 1

Sexual Harassment Committee

Constitution & Composition of Sexual Harassment Committee:

The Sexual Harassment Committee was constituted by the Board of Directors at themeeting held on 31st July 2018 in compliance with the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013.

Name Designation Category

No. of Meetings held during the Period

Held Attended
Pinal R Shah Chairman Non-Executive- Director 1 1
Satish Vadilal Sheth Member Non-Executive- Independent Director 1 1
Manohar Chunara Member Non-Executive- Independent Director 1 1

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and analysis Report as Required under Regulation 34 and ScheduleV of SEBI (Listing obligations and Disclosure Requirements) Regulations 2015 forms anintegral part of this Report and provides the companies' current working and futureoutlook of as per "Annexure D"

CORPORATE GOVERNANCE

Since the Company's Securities are not listed during the year under review Regulation15(2) of SEBI (Listing Obligation and Disclosures requirement) Regulation 2015 Report onCorporate Governance is not applicable to Our Company; hence Company has not obtained aCertificate from a Practicing Company Secretaries certifying the same.

ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers business associatesconsultants and various Government Authorities for their continued support extended toyour Companies activities during the year under review.

Your Directors also acknowledges gratefully the shareholders for their support andconfidence reposed on your Company.

PLACE: AHMEDABAD

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

DATE: 06-09-2021
S/d S/d
Mahendra Ramniklal Shah Rakshit Mahendra Shah
Managing Director Director
(DIN: 03144827) (DIN: 03461560)

.