| Dear Members,
The Board of Directors have pleasure to submit the report and audited
Balance Sheet, Statement of profit and Loss of the company and cash
flow statement for the year ended 31st March 2015.
FINANCIAL RESULTS FOR THE YEAR IS AS UNDER:
(Figures In Rs)
Year ended Year ended
Particulars 31.03.2015 31.03.2014
Profit before Tax 37,10,254 15,92,725
Tax Expense:
(1) Current Tax 4,75,000 3,00,000
(2) Earlier Years 24,088 (723)
Profit for the period 32,11,166 12.93,448
Earning per Equity Share:
(1) Basic 0.64 0.26
(2) Diluted 0.64 0.26
OPERATION:
Business Performance
During the year under review, the Company has earned higher profit
before tax compared to the previous year due to various cost reduction
and efficiency improvement measures taken during the year. Increasing
competition and structural regulatory changes in recent years had
already made business conditions quite challenging. In this scenario,
your company has performed satisfactorily and is committed to do well
in coming years.
Depository Operations
The depository operation of the company continues to run smoothly.
Dividend
The company has decided to plough back its profits for future
development. Hence the Directors do not recommend any dividend for the
year under review.
Reserve
The Board does not propose any amount to be carried to reserves.
CHANGE IN NATURE OF BUSINESS:
No Change in the nature of the business of the Company done during the
year.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
As required under Clause 49 of the Listing Agreement with Stock
Exchanges, the Management Discussion and Analysis Report is enclosed as
a part of this report.
CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:
Your Company has taken adequate steps to adhere to all the stipulations
laid down in Clause 49 of the Listing Agreement. A report of Corporate
Governance is included as a part of this Annual Report. Certificate
from the Statutory Auditors of the company M/s Bahety & Goenka ,
Chartered Accountant confirming the compliance with the conditions of
Corporate Governance as stipulated under Clause 49 of the Listing
Agreement is included as a part of this report
LISTING WITH STOCK EXCHANGES:
The Company confirms that it has paid the Annual Listing Fees for the
year 2015-16 to BSE and CSE where the Company's Shares are listed.
DEMATERIALISATION OF SHARES:
84.50 % of the company's paid up equity share Capital is in
dematerialized form as on 31st March, 2015 and balance
15.50 % is in physical form. The Company's Registrar and Share Transfer
Agent is M/s Maheshwari Datamatics Private Ltd. having their registered
office at 6, Mango Lane, Kolkata-700001.
Number of Board Meetings
The Board of Director duly met 6 times during the financial year from
1st April 2014 to 31st March 2015 The dates on which the meetings were
held are as follows.
15th May 2014 ,27th June, 2014,12th August 2014,14th November 2014,13th
February , 2015, and 25th March, 2015
DIRECTORS:
a) Changes in Directors & Key Management Personnel
There is no change in list of Directors & Key Management Personnel
during the year. Mr.Sohan Lai Kochar and Mrs. Vasudha Chhajer retire by
rotation at the ensuing Annual General Meeting and Mrs. Vasudha
Chhajer, being eligible, offers herself for reappointment. However Mr.
Sohan Lai Kochar does not offer himself for reappointment at the Annual
General Meeting. The Board of Directors in their meeting held on 25th
June 2015 has approved the re- appointment of Mr. Jitendra Kochar,
Director of the Company, as a Managing Director w.e.f. 27.04.2015 for a
period of 3 years, subject to the approval of the members at the
ensuing Annual General Meeting on the terms and conditions as set out
in the notice of the Annual General Meeting.
b) Declaration by Independent Directors and re-appointment, if any
All Independent Directors of Daulat Securities Limited do hereby
declare that we have met the criteria of as provided in sub- section 6
of Section 149 of the Companies Act 2013. We hold the office for a term
of five years and are eligible for re-appointment for next five years
on passing of special resolution by the company.
c) Formal Annual Evaluation
Pursuant to the provisions of companies act 2013 and clause 49 of
listing agreement, the board has carried out an annual performance
evaluation of its own performance, the directors individually as well
as evaluation of working of its Audit, Nomination and Remuneration and
Compliance Committees. Performance evaluation has been carried out as
per nomination and remuneration policy DIRECTORS' RESPONSIBILITY
STATEMENT:
Your Directors state that:
i) In the preparation of the annual accounts for the financial year
ended 31st March, 2015, the applicable accounting standards read with
requirements set out under Schedule-Ill to the act, have been followed
and there are no material departures from the same.
ii) The Directors 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 as at 31st March, 2015 and of the Profit of the Company
for said period.
iii) The Directors have taken proper and sufficient care for the
maintenance of adequate Accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities,
iv) The Directors have prepared the annual accounts for the financial
year ended 31st March 2015 on a going concern basis.
v) The Directors have laid down internal financial controls to be
followed by the company and that such internal financial controls are
adequate and are operating effectively.
vi) The Directors have devised proper system to ensure compliance with
the provisions of all applicable laws and that such systems are
adequate & operating effectively.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE
EARNING AND OUTGO:
A. CONSERVATION OF ENERGY
The operations of your Company are not energy-intensive. However,
adequate measures have been initiated for conservation of energy
B. TECHNOLOGY ABSORPTION
Not applicable in view of the nature of activities carried on by the
Company.
C. EXCHANGE EARNING AND OUTGO
Foreign exchange earnings and outgo-NIL
DEPOSIT: The Company has not accepted any deposits from public.
AUDIT OBSERVATIONS:
Auditors' observations are suitably explained in notes to the Accounts
and are self explanatory AUDITORS:
Statutory Auditors
The Auditors M/s Bahety & Goenka, Chartered Accountants (FRN: 317111E)
retires at conclusion of the ensuing Annual General Meeting, and being
eligible, offer themselves for re-appointment. The company has received
a certificate from the retiring auditors to the effect that the
appointment, if made will be in accordance within the limit specified
in section 141 of Companies Act 2013
Secretarial Audit
According to the provision of section 204 of the Companies Act.2013
read with Rule 9 of the Companies(appointment and Remuneration of
Managerial Personnel ) Rules,2014, the Secretarial Audit Report
submitted by Company Secretary in Practice in enclosed as a part of
this report Annexure-A. Observation of Secretarial Auditor is also self
explanatory.
SHARE CAPITAL:
a) Issue of equity Shares with Differential rights
The Company has not issued any equity shares with differential rights
as per details provided in rule 4 of Companies (Share Capital &
Debentures), Rules 2014.
b) Issue of Sweat Equity Shares
The Company has not issued any Sweat equity shares as per details
provided in rule 8(13) of Companies (Share Capital & Debentures), Rules
2014.
c) Issue of Employees Stock Options
The Company has not issued any Employee Stock Option as per details
provided in rule 12(9) of Companies (Share Capital & Debentures), Rules
2014.
d) Provision of money by company for purchase of its own shares by
employees or by trustees for the benefit of employees
The Company has not purchased its own shares either from employees or
by trustees for the benefit of employees. EXTRACT OF ANNUAL RETURN:
Extract of Annual return is formed part of this report is annexed as
MGT-9 in Annexure-B CORPORATE SOCIAL RESPONSIBILITY (CSR):
The disclosure as per rule 9 of companies (Corporate Social
Responsibility policy) Rules 2014 is will not be applicable as this
company does not fall within the ambit of this section.
VIGIL MECHANISM:
The board has adopted the Whistle blower policy. The policy has
provided a mechanism for directors, employees and other person dealing
with the company to report to the chairman of the Audit Committee , any
instance of unethical behavior, actual or suspected fraud or violation
of code of conduct of the company.
PARTICULARS OF LOAN GUARANTEES OR INVESTMENTS:
Detail of Loans and Investments covered under the provisions of Section
186 of the Companies Act, 2013 are given in the Schedule 10, 11 and
notes to the Financial Statements. The Company has not given any
guarantee during the year
RELATED PARTY TRANSACTION:
Related party transactions that were entered during the financial year
were on an arm's length basis and were in the ordinary course of
business. There were no materially significant related party
transaction with the Company's Promoters, Directors, Management or
their relatives, which could have had a potential conflict with the
interests of the Company. Transactions with related parties entered by
the Company in the normal course of business. Detail of related party
transaction provided separately in notes to accounts.
The Board of Directors of the company has, on the recommendation of the
Audit Committee, adopted a policy to regulate transaction between the
Company and its Related Parties, in compliance with the applicable
provisions of the Companies Act 2013, the Rules there under and the
Listing Agreement. This Policy was considered and approved by the Board
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS
No such order was passed by the regulators during the year.
DETAILS OF HOLDING, SUBSIDIARIES AND ASSOCIATES
The Company does not have any Holding or Subsidiary as on 31st March,
2015.
PARTICULARS OF EMPLOYEES
Disclosure of information pursuant to the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, with regard to the
particulars of employees is not applicable to the Company.
MANAGERIAL REMUNERATION:
Jitendra Kochar Managing Director Remuneration paid - Rs
3,00,000/-(Last Year Rs 3,00,000/-)
No other amount has been claimed &/or paid except the remuneration RISK
MANAGEMENT POLICY:
The Company has been addressing various risks impacting the company and
the policy of the Company on risk
management is provided in Management Discussion and Analysis
ACKNOWLEDGEMENT
The Board expresses its deep gratitude and thanks to the Clients,
Bankers, Associated Staff and SEBI, Stock Exchange Employees &
Depository and Shareholders/ Investors for their valuable contribution
towards the progress of the Company.
Registered Office
86, Canning Street For and on behalf of the Board
Kolkata - 700 001.
Dated: 25th June, 2015 SOHAN LAL KOCHAR
Place: Kolkata Chairman |