स्काईपैक सर्विस स्पेशलिस्ट निदेशकों की रिपोर्ट, स्काईपैक सर्विस स्पेशलिस्ट निर्देशकों द्वारा रिपोर्ट

स्काईपैक सर्विस स्पेशलिस्ट

बीएसई: 523846  |  NSE: N.A  |  ISIN: INE539D01013  |  Couriers

खोजें स्काईपैक सर्विस स्पेशलिस्ट कनेक्शन Mar 14
निदेशकों की रिपोर्ट वर्षांत : Mar '15
The Members of
 Skypak Service Specialists Limited
 The Directors submit the 33 Annual Report of Skypak Service
 Specialists Limited along with the audited financial statements for the
 financial year ended 31st March, 2015:
 1. Financial Results                                     (Amt. in Rs)
                                            Year Ended       Year Ended 
                                                2015           2014
 Total Income                               14,96,803        96,28,472
 Total Expenditure                          20,28,943      1,01,09,459
 Profit Before Interest and depreciation    (5,2,140)       (4,80,981)
 Less: Depreciation                                 -                -
 Interest                                           -                -
 Tax                                                -                -
 Net Profit/Loss After Tax                 (5,32,140)       (4,80,981)
 2. Dividend
 In view of the carry forward losses incurred in the earlier years, your
 Board of Directors express their inability to recommend any dividend
 for the financial year ended 31st March 2015.
 3. Company''s performance
 The total income of the company is Rs. 14,96,803/- as compared to
 previous year Rs. 96,28,472/.  The net loss after depreciation and
 provision for tax for the year ended 31st March, 2015 is Rs.
 (5.32.140) /- as compared to net loss of Rs. (4,80,981)/- in the
 previous year.
 4. Transfer to Reserve
 The Company has transferred losses for year ended 31st March, 2015 thus
 it proposes to carry Rs.
 (5.32.140) /- to the Reserve of the company.
 5. Particulars of Loans, Guarantee and Investment
 There are no Loans, Guarantee and Investments covered under section
 186of the Companies Act, 2013
 6. Fixed Deposit
 The company does not accepted or renewed any deposit from public.
 7. Directors'' Responsibility Statement
 Pursuant to Section 134(5) of the Company''s Act, 2013, the Board of
 Directors, to the best of their knowledge and ability, confirm that:
 (i) That in the preparation of the accounts for the financial year
 ended 31st March, 2015; the applicable accounting standards have been
 followed along with proper explanation relating to material departures;
 (ii) That the Directors have selected such accounting policies and
 applied them consistently and made judgments and estimates that were
 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 the year under review;
 (iii) That the Directors have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 1956 for safeguarding the assets of
 the Company and for preventing and detecting fraud and other
 (iv) That the Directors have prepared the accounts for the financial
 year ended 31st March, 2015 on a ''going concern'' basis.
 (v) That the Directors have laid down internal financial controls to be
 followed by the company and that such internal financial controls are
 adequate and operating effectively;
 (vi) That the Directors have devised proper systems to ensure
 compliance with the provisions of all applicable laws and that such
 systems are adequate and operating effectively.
 8. Directors
 Pursuant to the provisions of Section 152 of the Companies Act, 2013
 and Rules made thereunder and the Articles of Association of the
 Company, Mr.Dilip Kulkarni, Director of the Company, retire by rotation
 at the ensuing Annual General Meeting and being eligible offered
 himself for re-appointment.
 A Brief note on Directors retiring by rotation and being eligible for
 re-appointment annexed to the notice convening the Annual General
 9. Number of Board Meeting
 The Board met nine times during the financial year, the details of
 which are given in the corporate governance report which forms the part
 of Annual Report. The intervening gap between any two meetings was
 within the period prescribed by Companies Act 2013.
 10. Board Evaluation
 Clause 49 of the Listing Agreement mandates that the Board shall
 monitor and review the Board evaluation framework. The Companies Act,
 2013 states that a formal annual evaluation needs to be made by the
 board of its own performance and that of its committees and individual
 directors.  Schedule IV of the Companies Act 2013 states that the
 performance evaluation of Independent directors shall be done by the
 entire Board of Directors, excluding the director being evaluated.
 The evaluation of all the Directors and the Board as a whole was
 conducted based on the criteria and framework adopted by the Board. The
 evaluation process has been explained in the Corporate Governance
 report section in this Annual Report.
 11. Training of Independent Directors
 Every new independent director of the Board attended an orientation
 program. To familiarize the new inductees with the strategy, operations
 and functions of our Company, the executive directors / senior
 managerial personnel make presentations to the inductees about the
 Company''s strategy, operations, product and service offerings, markets,
 software delivery, organization structure, finance, human resources,
 technology, quality, facilities and risk management.
 The Company has organized the following workshops for the benefit of
 Directors and Independent Directors:
 (a) a program on how to review, verify and study the financial reports;
 (b) a program on Corporate Governance;
 (c) provisions under the Companies Act, 2013; and
 (d) SEBI Insider Trading Regulation, 2015.
 Further, at the time of appointment of an independent director, the
 Company issues a formal letter of appointment outlining his/her role,
 functions, duties and responsibilities as a director.
 12. Policy of Directors'' Appointment and Remuneration
 The Company''s policy on directors'' appointment and remuneration and
 other matters provided in Section 178(3) of the Act has been disclosed
 in the corporate governance report, which forms part of the
 directors'' report.
 The current policy is to have an appropriate mix of executive and
 Independence of the Board and separate its function of governance and
 management. As on 31st March, 2015, the Board consists of five members.
 Out of which there are two Independent Directors, one Non-Executive
 Director, and two Executive Directors out of which one is Women
 13. Committee of the Board
 Currently, the Board has following Committees:
 1. Audit Committee
 2. Nomination and Remuneration Committee
 3. Stakeholders Relationship Committee
 4. Risk Management Committee
 A detailed note on the Board and its committees is provided under the
 corporate governance report section in this Annual Report.
 14. Declaration by Independent Directors
 The Company has received necessary declaration from each independent
 director under Section 149(7) of the Companies Act, 2013, that he/she
 meets the criteria of independence laid down in Section 149(6) of the
 Companies Act, 2013 and Clause 49 of the Listing Agreement.
 Independent Directors Declaration
 In the opinion of the Board, the independent directors are,
 individually, person of integrity and possess relevant expertise and
 The Independent Directors under section 149(6) of the Companies Act,
 2013 declared that:
 1. They are not a promoter of the Company or its holding, subsidiary or
 associate company;
 2. They are not directors in the company, its holding, subsidiary or
 associate company.
 3. The independent Directors have/had no pecuniary relationship with
 company, its holding, subsidiary or associate company, or their
 promoters, or directors, during the two immediately preceding financial
 years or during the current financial year;
 4. None of the relatives of the Independent Directors have or had
 pecuniary relationship or transaction with the company, its holding,
 subsidiary or associate company, or their promoters, or directors,
 amounting to two per cent. or more of its gross turnover or total
 income or fifty lakh rupees or such higher amount as may be prescribed,
 whichever is lower, during the two immediately preceding financial
 years or during the current financial year;
 5. Independent Director, neither himself nor any of his relatives
 (i) holds or has held the position of a key managerial personnel or is
 or has been employee of the company or its holding, subsidiary or
 associate company in any of the three financial years immediately
 preceding the financial year in which he is proposed to be appointed;
 (ii) is or has been an employee or proprietor or a partner, in any of
 the three financial years immediately preceding the financial year in
 which he is proposed to be appointed, of
 (A) a firm of auditors or company secretaries in practice or cost
 auditors of the company or its holding, subsidiary or associate
 company; or
 (B) any legal or a consulting firm that has or had any transaction with
 the company, its holding, subsidiary or associate company amounting to
 ten per cent. or more of the gross turnover of such firm;
 (iii) holds together with his relatives two per cent or more of the
 total voting power of the company; or
 (iv) is a Chief Executive or director, by whatever name called, of any
 nonprofit organization that receives twenty-five per cent. or more of
 its receipts from the company, any of its promoters, directors or its
 holding, subsidiary or associate company or that holds two per cent or
 more of the total voting power of the company; or
 6. Independent director possesses such qualifications as may by
 required by the Board.
 7. The Company & The Independent Directors shall abide by the
 provisions specified in schedule IV of the Companies Act, 2013.
 15. Secretarial Audit
 Pursuant to the provisions of Section 204 of the Act and the Companies
 (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
 Board of Directors has appointed Ramesh Chandra Mishra & Associates,
 practicing Company Secretary for conducting secretarial audit of the
 Company for the financial year 2014-2015.
 The Secretarial Audit Report is annexed herewith as Annexure A. The
 Secretarial Audit report does not contain any qualification,
 reservation or adverse remark
 16. Statutory Auditor
 At the annual General Meeting held on 30th September, 2014 M/s. PAMS &
 ASSOCIATES, Chartered Accountants (Firm Registration no: 316079E) were
 appointed as statutory auditors of the company to hold office till the
 conclusion of the Annual General Meeting to be held in the calendar
 year 2017. In terms of the first proviso to section 139 of the
 companies Act, 2013 the appointment of the auditors shall be placed for
 ratification at every Annual General Meeting.  Accordingly, the
 appointment of M/s. PAMS & ASSOCIATES, as statutory auditor of the
 Company, is placed for ratification by the shareholders. In this
 regards the company has received certificate from the auditors to the
 effect that if they are re-appointed, it would be in accordance with
 the provision of section 141 of the Companies Act, 2013
 17. Extract of Annual Return
 The details forming part of the extract of the Annual Return in form
 MGT 9 is annexed herewith as Annexure B.
 18. Particulars of Contract and arrangements with related parties
 All related party transaction were entered into during the financial
 year were on arm''s length basis and were in the ordinary course of the
 business. There are no materially significant related party
 transactions made by the company with Promoters, Key Managerial
 Personnel or other designated persons which may have potential conflict
 with interest of the company at large.
 19. Subsidiary Companies
 The Company does not have any subsidiary.
 20. Code of Conduct
 The Board of Directors has approved a Code of Conduct which is
 applicable to the Members of the Board and all employees in the course
 of day to day business operations of the company. The Company believes
 in Zero Tolerance against bribery, corruption and unethical
 dealings / behaviors of any form and the Board has laid down the
 directives to counter such acts.
 21. Vigil Mechanism / Whistle Blower Policy
 The Company has a vigil mechanism named Fraud and Risk Management
 Policy to deal with instance of fraud and mismanagement, if any, in
 staying true to our values of Strength, Performance and Passion and in
 line with our vision of being one of the most respected companies in
 India, the Company is committed to the high standards of Corporate
 Governance and stakeholder responsibility.
 The Company has a Fraud Risk and Management Policy to deal with
 instances of fraud and mismanagement, if any. The FRM Policy ensures
 that strict confidentiality is maintained whilst dealing with concerns
 and also that no discrimination will be meted out to any person for a
 genuinely raised concern. A high level Committee has been constituted
 which looks into the complaints raised. The Committee reports to the
 Audit Committee and the Board.
 22. Prevention of Insider Trading
 The Company has adopted a Code of Conduct for Prevention of Insider
 Trading with a view to regulate trading in securities by the Directors
 and designated employees of the Company. The Code requires
 pre-clearance for dealing in the Company''s shares and prohibits the
 purchase or sale of Company shares by the Directors and the designated
 employees while in possession of unpublished price sensitive
 information in relation to the Company and during the period when the
 Trading Window is closed. The Board is responsible for implementation
 of the Code.
 All Board of Directors and the designated employees have confirmed
 compliance with the Code.
 23. Significant and Material Orders
 There are no significant and material orders passed by the regulators
 or courts or tribunals impacting the going concern status and Company''s
 operations in future.
 24. Investor Complaints and Compliance
 All the investor complaints have been duly resolved and as on date no
 complaints are outstanding.
 25. Particulars of Employee
 As per provisions of Section 197(12) of the Companies Act, 2013, read
 with Rule 5(1) of the Companies (Appointment and Remuneration of
 Managerial Personnel) Rules, 2014, is appended as Annexure C to the
 Board''s report.
 As per the Rule 5(2) and 5(3) of the Companies (Appointment and
 Remuneration of Managerial Personnel) Rules, 2014, none of the employee
 employed in the company throughout the financial year or part thereof
 in receipt of remuneration of Rs. 60 lakhs or more, or employed for
 part of the year and in receipt of Rs. 5 lakhs or more a month.
 Under Section 22 & 28 of the Sexual Harassment of Women at the
 Workplace Act, 2013, there were no complaints filed against any person
 or reported.
 26. Corporate Social Responsibility
 As per the Companies Act, 2013, all companies having net worth of 500
 crore or more, or turnover of Rs. 1,000 crore or more or a net profit
 of Rs.5 crore or more during any financial year are required to
 constitute a corporate social responsibility (CSR) committee of the
 Board of Directors comprising three or more directors, at least one of
 whom should be an independent director and such Company shall spend at
 least 2% of the average net profits of the Company''s three immediately
 preceding financial year.
 The Company presently does not meet with any of the criteria stated
 herein above.
 27. Energy, Technology Absorption and Foreign Exchange
 Information required under Section 134(3)(m) of the Act read with Rule
 8(3) of the Companies (Accounts) Rules, 2014, with respect to
 conservation of energy, technology absorption and foreign exchange
 earnings/outgo is as follows:
 (A) Conservation of Energy
 i) Adequate Steps has been taken for energy conservation.
 ii) Additional Investments and Proposals, if any, being implemented for
 implemented for reduction of consumption of energy: On a periodic basis
 necessary corrective steps have been taken for replacement of old
 iii) Impact of the measures as above for reduction of energy
 consumption and consequential impact on the cost of production of
 goods: Marginally there is a saving in the cost of production of goods
 iv) Total energy consumption per unit of production: Not Identifiable
 Up gradation and modernization of the courier out with latest
 technology available in the market.
 28. Corporate Governance
 Corporate Governance is an ethically driven business process that is
 committed to values aimed at enhancing an organization''s brand and
 reputation. We comply with the directions of the SEBI and the Bombay
 Stock Exchange Ltd, the code of corporate governance become applicable
 to the company w.e.f 2002-03 and accordingly the company has been
 adhering to the direction And guidelines as required. The report on the
 code of corporate governance is annexed separately in this annual
 Report as Annexure D.
 29. Payment of Listing Fees
 Your company shares are listed on Bombay Stock Exchange Ltd., the
 listing fees for the year 2015-2016 have been paid to the stock
 exchange. The company has been complying with all the conditions
 require to be complied with in the listing agreement.
 30. Acknowledgement
 The Board appreciates and places on record the contribution made by the
 employees during the year under review. The Board also places on record
 their appreciation of the support of all stakeholders particularly
 shareholders, customers, suppliers, and business partners
                                 By the Order of the Board
 Place: Mumbai                                     Sd/-
 Date: 30/05/2015                          Devika Kulkarni
                                        Executive Director
स्रोत: रेलीगरे टेचनोवा

न्यूज़ फ़्लैश

  • MARKET CUES : FIIs ने कैश में `637 Cr की खरीदारी की
  • MARKET CUES : DIIs ने कैश में `468 Cr की बिकवाली की
  • MARKET CUES : FIIs ने F&O में `2005 Cr की खरीदारी की
  • MARKET CUES : इंडेक्स फ्यूचर्स में `494 Cr की खरीदारी
  • MARKET CUES : इंडेक्स ऑप्शंस में `2119 Cr की खरीदारी
  • MARKET CUES : स्टॉक फ्यूचर्स में `596 Cr की बिकवाली
  • MARKET CUES : स्टॉक ऑप्शंस में `12 Cr की बिकवाली
  • CITI ON DLF : Sell रेटिंग, लक्ष्य `144/Sh
  • MS ON DLF : Overweight रेटिंग, लक्ष्य `211/Sh
  • CLSA ON DLF : Buy रेटिंग बरकरार, लक्ष्य `190/Sh

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(August 06, 2018)

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