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इंटीग्रा कैपिटल मैनेजमेंट

बीएसई: 531314  |  NSE: N.A  |  ISIN: INE366H01012  |  Finance - Leasing & Hire Purchase

खोजें इंटीग्रा कैपिटल मैनेजमेंट कनेक्शन Mar 14
निदेशकों की रिपोर्ट वर्षांत : Mar '15
Dear Members,
 
 The Directors have pleasure in presenting the Twenty Fifth Annual
 Report and the Audited Accounts for the year ended 31st March, 2015.
 
 FINANCIAL RESULTS
 
                                      (Rupees in Lacs)
 
                               2014 - 2015        2013 - 2014
 
 Total Income                        97.54              34.86
 
 Expenditure                       (72.69)            (33.96)
 
                                     24.85               0.90
 
 Non - Cash Charges                   1.28               1.35
 
 Profit/(Loss) Before Tax            23.57             (0.45)
 
 Tax Expense                          0.87                 -
 
 Profit /(Loss) After Tax            22.70             (0.45)
 
 No amount has been transferred to ''Reserves''; and no material change or
 commitment has occurred after he close of the Financial Year 2014-15
 till the date of this Report, which affects the financial position of
 the Company.
 
 OPERATIONS
 
 The Company is categorized as B group NBFC Non-Public Deposit
 Accepting Company by the Reserve Bank of India. During the year under
 report, the Company did not transact any hire purchase and/or leasing
 business. The Company continued to engage in its wealth/assets
 management business; and investments in shares & stocks, mutual funds,
 fixed deposits etc., and consultancy & advisory services. The Company
 is, however, constantly looking for suitable business opportunities to
 engage in and enhance its revenues.
 
 The overall running of the Company''s affairs/operations has been highly
 satisfactory (as evidenced by the financial results), resulting in
 higher revenues and profitability.
 
 DEPOSITS
 
 The Company has not accepted any fixed deposits during the period under
 report; and the fixed deposits, as at the end of the year 31.03.2015,
 stood at Rupees Nil.
 
 AUDITORS REPORT
 
 The obervations of the Auditors are self-explanatory; and therefore
 donot call for any further comment/s. Auditors have neither made any
 adverse remarks nor have reported any fraud under Section 143(12) of the
 Companies Act, 2013.
 
 DIVIDEND
 
 Due to the past losses and with a view to conserve resources, the Board
 of Directors do not recommend declaration of any dividend for the year
 ended 31st March, 2015.
 
 DIRECTORS
 
 Mr. Tarun Vohra retires by rotation at the ensuing Twenty Fifth Annual
 General Meeting and, being eligible, offers himself for reappointment.
 The Directors recommend his re-appointment, which would enable the
 Company to obtain his continued valuable guidance in the conduct of the
 Company''s affairs.
 
 Mr. Sushil Kumar Vohra retires by rotation at the ensuing twenty Fifth
 Annual General Meeting and, being eligible, offers himself for
 re-appointment. The Directors recommend his re-appointment, which would
 enable the Company to obtain his continued valuable guidance in the
 conduct of the Company''s affairs.
 
 INDEPENDENT DIRECTORS
 
 In accordance with the applicable provisions of the Companies Act,
 2013, and the rules framed thereunder, a woman Director--Mrs. Saroj
 Bhandari--had been appointed by the Board of Directors of the Company
 as independent director on 28th March, 2015. She is to be appointed as
 an independent director for a period of five consecutive years at the
 ensuing Annual General Meeting. The Directors recommend her
 appointment.
 
 AUDITORS
 
 In accordance with the Companies Act 2013, the statutory auditors of
 the Company, M/s H.K. Dua & Co., Chartered Accountants, New Delhi, were
 appointed as statutory auditors of the Company for a period of five
 years at Twenty Fourth Annual General Meeting and their re-appointment
 to be ratified every year.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS & OUTGO
 
 The Company is not being a manufacturing Company therefore conservation
 of energy & technology absorption is not applicable. The Company has
 neither earned nor expended any foreign exchange.
 
 DECLARATION OF INDEPENDENT DIRECTORS
 
 All Independent Directors have given declaration that they meet the
 criteria of independence as provided under Section 149 of the Act and
 theListing Agreement.
 
 AUDIT COMMITTEE
 
 An Audit Committee had been constituted, consisting of the following
 directors of the Company:
 
 1. Shri Neeraj Kumar Goel - Chairman
 
 2. Shri T.S. Sridharan
 
 3. Shri Tarun Vohra
 
 SECRETARIAL AUDIT REPORT
 
 Secretarial Audit Report for the financial yer ended 31st March, 2015,
 pursuant to Section 204(1) of the Companies Act, 2013 and the rules
 framed thereunder and obtained from the practising company secretary is
 annexed with this report. It does not call for any comments.
 
 PAYMENT OF LISTING FEE
 
 The annual listing fee for the year under review has been paid to The
 Bombay Stock Exchange Limited, Mumbai for the financial year 2015-16.
 
 DEMAT OF COMPANY''S EQUITY SHARES
 
 In compliance with the Sebi''s requirements and guidelines, the Company
 has appointed M/s Alankit Assignements Limited., 2-E/ 21, Jhandewalan
 Extension, New Delhi-110055 as Registrar and Share Transfer Agent.
 National Securities Depository Limited (NSDL) and Central Depository
 Services (India) Ltd. (CDSL) have been appointed for the purpose of
 demat of the equity shares of the Company and connectivity with them
 has been established.
 
 SHARE CAPITAL
 
 During the year under report, there has been no change in the
 authorised, subscribed and paid-up share capital of the Company.
 
 BOARD MEETING
 
 There were seven (7) meettings of the Board of Directors held during
 the year.
 
 EXTRACT OF ANNUAL RETURN
 
 Extract of the Annual Return in Form No. MGt-9 is attached as Annexure
 ''A''.
 
 INTERNAL FINANCIAL CONTROLS
 
 The Company has adequate internal financial controls consistent with
 the nature of business and size of operations, to effectively provide
 for safety of its assets, reliability of financial transactions with
 adequate checks and balances, adherence to applicable statutes,
 accounting policies, approval procedures and to ensure optimum use of
 available resources. These systems are reviewed and improved on regular
 basis by the management as well as by the internal auditors appointed
 by the Company.
 
 CORPORATE GOVERNANCE
 
 The compliance of clause 49 of the Listing Agreement isnot
 mandatory/applicable; and therefore, the information required there
 under has not been incorporated in the Report.
 
 CORPORATE SOCIAL RESPONSIBILITY (CSR)
 
 Provisions in regard to Corporate Social Responsibility (CSR) are not
 applicable to the Company.
 
 VIGIL MECHANISM FOR DIRECTORS/EMPLOYEES
 
 This clause is not applicable to the Company.
 
 POLICY AND REMUNERATION COMMITTEE-MANAGERIAL REMUNERATION
 
 None of the Directors of the Company are being paid any remuneration;
 and therefore, no committee has been constituted for this purpose, nor
 any policy for remunerating the directors has been framed.
 
 ANNUAL EVALUATION -- BOARD AND ITS COMMITTEE/S
 
 The performance of the Board and of each committee has been evaluated
 by its members and found to be satisfactory.
 
 PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION
 186......................... None
 
 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
 
 Form No. AOC-2 is attached as Annexure ''B''
 
 RISK MANAGEMENT
 
 The Company has appropriate risk management policy commensurate with
 the size of the Company.
 
 PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE
 
 The Company has no female employee nor does it have any public dealing;
 and therefore, there is no requirement to have in place anymehanism for
 prevention of sexual harassment.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 In terms of the Directors'' Responsibility Statement referred to in
 clause (c) of sub-section (3) of Section 134 of the Companies Act,
 2013, the Directors confirm that:
 
 a) in the preparation of the annual accounts, the applicable accounting
 standards had been followed along with proper explanation relating to
 material departures;
 
 b) the directors had selected such accounting policies and applied them
 consistently and made judgements and estimates that are reasonable and
 prudent so as to give a true and fair view of the state of affairs of
 the Company at the end of the financial year and of the profit and loss
 of the Company for that period.
 
 c) the directors had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of this Act for safeguarding the assets of the company and
 for preventing and detecting fraud and other irreggularities;
 
 d) the directors had prepared the annual accounts on a going concern
 basis; and
 
 e) being a listed company, the directors had laid down internal
 financial controls to be followed by the company and that such internal
 financial controls are adequate and were operating effectively.
 
 f) the directors had devised proper systems to ensure compliance with
 the provisions of all applicable laws and that such systems were
 adequate and operating effectively.
 
 ACKNOWLEGEMENT
 
 Your Directors wish to convey their grateful thanks and appreciation of
 the support, assistance and co-operation extended to the Company by the
 employees, the members and/ or the associates.
 
                                      By Order of the Board of Directors,
 
 Place : New Delhi
 Dated : 11th August, 2015                                      Chairman
 
 Registered Office :
 
 32, Regal Building,
 Sansad Marg,
 New Delhi - 110 001
स्रोत: रेलीगरे टेचनोवा

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