| Dear Members,
We are pleased to present the TWENTY FIRST ANNUAL REPORT to the
members, along with the audited Balance Sheet as at 31st March 2015,
the Profit & Loss Account and Cash Flow Statement for the financial
year ended on March 31,2015.
1 REVIEW OF YEAR FOR NBFCs:
Financial Year 2014-2015 was quite challenging in terms of the
macroeconomic environment in domestic as well as international markets
especially for the financial services sector. In India, slower economic
growth and high inflation coupled with high interest rates have been
very challenging for all business enterprises. Challenging credit
environment and tightening liquidity were like strong head winds for
most of year. Improvement in connectivity to rural areas will result
in robustness of demand from semi urban and rural areas. With the
government's initiative to boost infrastructure projects, NBFCs can
also look for growth in asset financing. We will continue to be well
prepared for the forthcoming years keeping the above strategic intent
in mind.
2. FINANCIAL RESULTS AND OPERATION:
The financial performance of the Company during the financial year has
been summarized as follows:
(In Rs.)
Particulars Year ended Year ended
31.3.2015 31.3.2014
Income from interest 5947173.00 4351833.00
Other income 1997341.75 1527332.62
Total Expenditure excluding depreciation 2271986.71 2908733.38
Depreciation 344621.57 380241.77
Profit/ (loss) before prior period
adjustment 5327906.47 2590190.47
Adjustment of Provision for Tax 1110543.00 654617.00
Profit/ (loss) after tax 4496092.47 3009693.95
3. DIVIDEND :
As the company is deciding to strengthen its position further hence
your directors are not able to declare any dividend. The Directors
regret for their inability to recommend any dividend for the financial
year 2014-2015
4. RESERVES
The Company proposes to transfer Rs. 899218.49 to the general reserve.
5. PUBLIC DEPOSITS :
The Company has neither invited nor accepted any deposit from the
public during the year.
6. RBI REGISTRATION :
The registration granted by Reserve Bank of India as Non-Banking
Financial Company is also continues during the year under review.
Further, pursuant to Non-Banking Financial Companies Auditor's Report
(Reserve Bank of India) Directions, 1998, a report from the statutory
auditor of the Company has been received by the Board of Directors of
the Company. This report shows that the Company has complied with all
the directions and prudential norms as prescribed under Reserve Bank of
India Act, 1934.
7. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Management Discussion & Analysis Report, as required under the Listing
agreement with the Stock Exchanges is enclosed here with this report.
8. DIRECTORS AND KEY MANAGERIAL PERSONNEL:
Mrs. Bharti Gurjar is appointed on the Board of the Company as Non
Executive Director of the Company at the last annual general meeting
held 30th day of September, 2014. Mrs. Bharti Gurjar, who retires by
rotation at this annual general meeting and, being eligible, offers her
for re-appointment
The designation of Mr. Sanjay Sethi is change from Whole Time Director
to Non Executive Director and also appointed as Chairman of the Company
w.e.f 04/09/2014.
Pursuant to the provisions of Section 149 of the Act, which came into
effect from April 1,2014, Mr. Sunil Jain, Mr. Hemant Jain and Mr.
Avinash Sharma were appointed as independent directors at the annual
general meeting of the Company held on September 30, 2014. The terms
and conditions of appointment of independent directors are as per
Schedule IV of the Act. They have submitted a declaration that each of
them meets the criteria of independence as provided in Section 149(6)
of the Act and there has been no change in the circumstances which may
affect their status as independent director during the year.
During the year, the non-executive directors of the Company had no
pecuniary relationship or transactions with the Company.
9. DIRECTOR'S RESPONSIBILITY STATEMENT:
Pursuant to the provision of Section 134(5) of the Companies Act, 2013
as amended with respect to Director's responsibility statement and
subject to where so ever otherwise contained in the Audit Report, Your
Directors hereby confirm.
1. That in the preparation of the annual accounts for the financial
period ended on 31st March, 2015 the applicable accounting standards
subject to notes to the accounts in Auditors Report had been followed,
along with proper explanation relating to material departures;
2. That the Director have selected such accounting policies and
applied them consistently and made judgments 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 period ended and
profit of the Company for the period under review;
3. That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records, in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;
4. That the Directors have prepared the annual accounts on a going
concern basis.
5. They have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate
and operating effectively.
10. AUDITORS:
Pursuant to the provisions of Section 139 of the Act and the rules
framed there under, M/s. Subhash Chand Jain Anurag & Associates,
Chartered Accountants, Indore (M.P.), were appointed as statutory
auditors of the Company from the conclusion of the twenty first annual
general meeting (AGM) of the Company held on September 30, 2014 till
the conclusion of the twenty third AGM to be held in the year 2016,
subject to ratification of their appointment at every AGM.
11. PARTICULARS OF EMPLOYEES:
There are no employees as on date on the rolls of the Company who are
in receipt of remuneration which requires disclosures under Section 197
of the Companies Act, 2013 read with rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 i.e.
Company does not have any employee receiving Remuneration exceeding Rs.
60, 00,000.00 per annum or Rs 5, 00,000.00 per month or part thereof.
During the year under review, relationship with the employees is
cordial.
12. DISCLOSURE OF CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND
FOREIGN EXCHANGE EARNING AND OUTGO:
Since, Company is not a manufacturing Company; therefore the
particulars with respect to conservation of energy & technology
absorption as required under Companies (disclosure of particulars in
the report of the Director) Rules, 1988 are not required. There was no
foreign exchange earning & outgo during the year.
13. CORPORATE GOVERNANCE:
The Company has complied with the mandatory statutory requirement of
corporate Governance specified by the Securities and Exchange Board of
India through Clause 49 of the Listing agreement. As required by the
said clause, a separate report on the Corporate Governance forms part
of this Annual report.
A certificate from the Company Secretary in Practice regarding
compliance of conditions of Corporate Governance has been obtained and
is enclosed to this report.
14. LISITING AT STOCK EXCHANGES:
The Equity Shares of the Company are listed with the Bombay Stock
Exchange Ltd and Jaipur Stock Exchange Limited.
The Company has delisted its securities from Madhya Pradesh Stock
Exchanges w.e.f 30th May, 2015.
15. RISK MANAGEMENT
The Board of the Company has formed a risk management committee to
frame, implement and monitor the risk management plan for the Company.
The Committee formed will identify evaluate of operational, strategic
and external environment risks. The committee has overall
responsibility for monitoring and approving the risk policies and
associated practices of the Company."
The development and implementation of risk management policy has been
covered in the management discussion and analysis, which forms part of
this report.
16. TRANSACTIONS WITH RELATED PARTIES
None of the transactions with related parties falls under the scope of
Section 188(1) of the Act. Information on transactions with related
parties pursuant to Section 134(3)(h) of the Act read with rule 8(2) of
the Companies (Accounts) Rules, 2014 are given in Annexure I in Form
AOC-2 and the same forms part of this report.
17. EXTRACT OF ANNUAL RETURN
As provided under Section 92(3) of the Act, the extract of annual
return is given in Annexure II in the prescribed Form MGT-9, which
forms part of this report.
18. SECRETARIAL AUDITORS' REPORT
In Pursuant to the provisions of Section 204 of the Companies Act, 2013
and The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company has appointed M/s. Ashish Karodia &
Company a firm of Practicing Company Secretaries to undertake the
Secretarial Audit of the Company. The Report of the Secretarial Audit
is annexed as Annexure - III
19. CORPORATE SOCIAL RESPONSIBILITY
The policy of the Corporate Social Responsibility is not applicable to
the Company.
20. AUDIT COMMITTEE
The details pertaining to composition of audit committee are included
in the Corporate Governance Report, Which forms part of this report.
21. VIGIL MECHANISM
The details pertaining to establishment of vigil mechanism for
employees and directors are included in the Corporate Governance Report
which forms part of this report.
22. NOMINATION AND REMUNERATION COMMITTEE
The details pertaining to composition of committee are included in the
Corporate Governance Report, which forms part of this report.
23. STAKEHOLDERS RELATIONSHIP COMMITTEE:
The details pertaining to composition of committee are included in the
Corporate Governance Report, which forms part of this report.
24. ACKNOWLEDGEMENT
Your Company is grateful for the continued Company-operation and
assistance extended to it by the Government and Semi-Government
Authorities, Banks and other Statutory Bodies. Your Director also
expresses their warm appreciation for the dedicated and sincere
services rendered by the employees of the Company.
For and on Behalf of the Board
FOR BERYL SECURITIES LTD.
Sd/- Sd/-
SUDHIR SETHI SANJAVSETHI
Place : Indore Managing Director Director
Dated : 24th July, 2015 DIN:00090172 DIN : 00090277 |