Your Directors present their llth Annual Report and Audited Financial Statements of JAKHARIA FABRIC LIMITED (Formerly known as Jakharia Fabric Private Limited] for the Financial Vear ended 31st March 2018.
FINANCIAL RESULTS
The Company's financial performance for the year ended 31st March 2018 is summarized below:
| |
(Rs. In lakhs)
|
|
Particulars
|
2017-2018
|
2016-2017
|
|
Revenue from Operation
|
8397,03
|
7545.83
|
|
Other Income
|
37,18
|
223.79
|
|
Total Income
|
8434,25
|
7769.62
|
|
Expenses:
|
|
|
|
Cost of Material consumed
|
471119
|
3653.30
|
|
Change in Inventory
|
(21.77)
|
13B.54
|
|
Employee Benefit
|
1155.45
|
783.49
|
|
Finance Cost
|
97.65
|
234.65
|
|
Depreciation & Amortization Exp,
|
173,48
|
181.89
|
|
Other Expenses
|
2060,57
|
2245.70
|
|
Total Expenses
|
8176.00
|
7237.56
|
|
Net Profit Before Prior Period Item
|
257,68
|
532.05
|
|
Prior Period Expenses
|
(39,13)
|
-
|
|
Net Profit/ (Loss) Before Tax
|
218.55
|
532.05
|
|
Tax Expenses
|
|
|
|
- Current Tax
|
(78.60)
|
(153.00)
|
|
- Excess/( Short) Provision in earlir year
|
6.38
|
(4.22)
|
|
Deferred Tax
|
(12-37)
|
(22.17)
|
|
Net Profit/ (Loss) After Tax
|
133.96
|
352.67
|
|
Opening Balance of Profit & Loss A/c
|
1386.58
|
1033.91
|
|
Add: Profit/ (Loss) for the year
|
133,96
|
352,66
|
|
Transfers:
|
|
|
|
- Genera! Reserves
|
|
|
|
Closing Balance of Profit & Loss A/c
|
1520.54
|
1386.58
|
|
Earnings per share
|
|
|
|
- Basic
|
5.20
|
12,88
|
|
- Diluted
|
5.20
|
11.87
|
PERFORMANCE OF THE COMPANY:
On standalone basis, total revenue for the financial year under review was Rs. S434.25 Lakhs as against Rs. 7769.62 Lakhs for the previous financial year registering an increase of Rs. 664.63 Lakhs.
The profit before tax was Rs. 218,55 Lakhs and the profit after tax was Rs. 133.96 Lakhs for the financial year under review as against Rs. 532,05 Lakhs and Rs.352.67 Lakhs respectively reported for the previous financial year.
CHANGE IN NATURE OF BUSINESS, IF ANY
There has been no change m the nature of any business of the company during the financial year under review,
MATERIAL CHANGES AND COMMITMENTS
* CHANGE OF NAME
Pursuant to Section 13 and other applicable provisions and rules, if any, of the Companies Act, 2013, the Board has passed the Resolution for Change in the name of Company from "Jakharia Fabric Private Limited" to "Jakharia Fabric Limited" in the Extra-ordinary General Meeting of the Company held on April 20, 2018. Subsequently, Registrar of Companies, Maharashtra has issued a fresh certificate of incorporation dated April 27, 2018 certifying the change of name of Company as per Rule 29 of the Companies (Incorporation) Rules, 2014.
The approval of members was accorded for the conversion of the status of the Company from Private Limited Company to Public Limited Company pursuant to Section 14 and other applicable provisions and rules, if any, of the Companies Act, 2013,
* INITIAL PUBLIC OFFER/ LISTING OF SECURITIES
On April 27, 201S the company has received certificate of incorporation consequent upon conversion to public limited company. Further on June 01, 2013 the company has also received In principle approval for Initial public issue of 10,92,000 as NSE emerge (being the SME platform of NSE} from National Stock Exchange of India limited.
DIVIDEND
To conserve resources for future, your Directors do not recommend any dividend for the financial year under review.
We currently intend to invest our future earnings, if any, to fund our growth. The amount of our future dlvidendpayments, if any, will depend upon our future earnings, financial condition, cash flows, working capitalrequirements and capital expenditures-
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
The provisions of Section 1Z5(2) of the Companies Act, 2013 do not apply as there was no dividend declared during past years.
TRANSFER TO RESERVES IN TERMS OF SECTION 134 {3] (J) OF THE COMPANIES ACT, Z013
The Directors do not propose to transfer any amount to Reserve. For the financial year ended 31st March20lS, no amount was carried to General Reserve Account.
SHARE CAPITAL
Following changes were made in the share capital of the company during the financial year(s) under review;
* The existing Paid up Preference Share Capital of Rs 23,33,300 /- consisting of 2,33,330 (Two Lac Thirty Three Thousand Three Hundred Thirty) Convertible Preference Shares of Rs lO/- each (Rupees Ten only) altered as 2,33,330 Equity shares of Rs 10/- each vide special resolution passed by Members in Extra ordinary General Meeting dated 05.03,2018
* The existing Authorized share capital of the company re-classified from 5,00,000 (Five Lakh) Preference Shares of R$,10/- (ten) each to 5,00,000 (Five Lakh) Equity Shares of Rs.10/-(ten) each making total Authorized Equity Share Capital to Rs. 350,00,000 (Rupees Three Crore fify Lakh only) divided into 35,00,000 [thirty five lakh) Equity shares of Rs.lO/-(Ten) each vide Special Resolution passed by Members in Extra Ordinary General Meeting dated 26.03,2013,
* After Re-classification, the Authorized Share Capita! of the Company Increased from existing Rs. 35O,00,000/- (Rupees Three Crore Fifty takh only) divided into 35,00,000 (Thirty Five Lakh} Equity Shares of Rs,10/- (Rupees Ten) to Rs.500,00,000 (Rupees Five Crore Only) divided into 50,00,000 (Fifty Lakh) Equity Shares of Rs.10/- (Rupees Ten) vide Special Resolution passed by Members in Extra Ordinary General Meeting dated 26 03.2018,
BUY BACK Of SECURITIES
The Company has not bought back any of its securities during the year under review.
SWEAT EQUITY
The Company has not issued any Sweat Equity Shares during the year under review.
BONUS SHARES
No Bonus Shares were issued during the year under review.
EMPLOYEES STOCK OPTION PLAN
The Company has not provided any Stock Option Scheme to the employees-
DEPOSITS:
The company has not accepted any deposits during the year.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the financial year under review details of appointment and registration of Directors & KMPs are as under:
The details regarding our Board are set forth hefow:
(1)
|
Name, Current Designation, Address&DlN
|
Mr, Jignesh Shah- Chairman & Executive Director Address: B-1201, E-6, Sarvodaya Height, Jain Mandir Road, Muiund (West), Mumbai - 400 080, Maharashtra. DIN: 00256315
|
|
Date of appointment as Director:
|
June 22, 2007
|
|
Date of appointment as Chairman and Executive Director:
|
March 27 , 2018
|
|
Term:
|
Appointed as Chairman and Executive Director for a period of Three years i.e, till March 26, 2021,
|
|
Occupation:
|
Business
|
|
Nationality
|
Indian
|
|
Age
|
38
|
|
Other directorship
|
Jakharra Synthetics Pvt, Ltd.
|
|
(2)
|
|
Name, Current Designation, Address & DIN
|
Mr. Nitin Shah - Managing Director Address: 605, B-2, Mandir Surksha CH5, Nahur Village Road, Near Sarvodaya Nagar, Mulund {West], Mumbai -400 080, Dl Mr 018693 IS
|
|
Date of appointment as Director:
|
April 13, 200S
|
|
Date of appointment as Managing Director:
|
March31,201S
|
|
Term:
|
Appointed as Managing Director for a period of Five years i.e. till March 30, 2023.
|
|
Occupation:
|
Business
|
|
Nationality
|
Indian
|
|
Age
|
41 Years
|
|
Other director ship
|
Nil
|
|
(3)
|
|
Name, Current Designation, AddressSDJN
|
Mr Dixit Shah -Whole-time Director Address: S04 Tower 1, Runwal Anthurium, LB,S. Marg, Mulund (West), Mumbai - 400 080, DIJM: 01911262
|
|
Date of appointment as Director:
|
April 04, 2008
|
|
Date of appointment as Whole Time Director:
|
March 31, 201S
|
|
Term:
|
Appointed as Whote- time Director for a period of Five years i.e, tifl March 30, 2023
|
|
Occupation:
|
Business
|
|
Nationality
|
Indian
|
|
Age
|
34 Vears
|
|
Other directorship
|
Nil
|
|
(4)
|
|
Name, Current Designation, Address&DlN
|
Mr HImatlal Shah- Whole-time Director Address: B-1201, E-6,sarvodaya Height, Jain Mandir Road, Mulund W, Mumbai - 400080, Maharashtra. DIN: 02415630
|
|
Date of appointment as Director:
|
June 22, 2007
|
|
Date of appointment as Whole Time Director;
|
March 3 1,2018
|
|
Term:
|
Appointed as Whole- time Director for a period of Five years i.e. till March 30, 2023,
|
|
Occupation:
|
Business
|
|
Nationality
|
Indian
|
|
Age
|
65 years
|
|
Other directorship
|
Jakharia Synthetics Pvt Ltd.
|
|
(5]
|
|
Name, Current Designation, Address&DIN
|
Mr. Manekchand Shah - Whole-time Director Address: I3-A-4, Gopal Nagar, Btock Mo. 402, 4th Floor, Kalyan Road, Bhiwandi, Thane- 421 302. DIM: 01911237
|
|
Date of appointment as Director:
|
Aprti 18, 2008
|
|
Date of appointment as Whole Time Director;
|
March 31, 2018
|
|
Term;
|
Appointed as Whole- time Director for a period of Five years i.e. tilf March 30, 2023.
|
|
Occupation:
|
Business
|
|
Nationality
|
Indian
|
|
Age
|
62 Years
|
|
Other directorship
|
Nil
|
|
(6)
|
|
Name, Current Designation, Address&DIN
|
Mrs. RajashriKovif - Non- Executive Independent Director Address: 15/304, Indradarshan Oshiwara, Andheri [West], Mumbai-400053 DIN: 07011925
|
|
Date of Appointment as Additional Non- Executive Independent Director:
|
Aprii 12, 2013
|
|
Date of Appointment as Non-Executive Independent Director;
|
April 20, 20 I8
|
|
Term:
|
Appointed as Non -executive Independent Director for a period of Five years i.e. Till April 19, 2023
|
|
Occupation:
|
Freelancer
|
|
Nationality
|
Indian
|
|
Age
|
43 Years
|
|
Other directorship
|
1) Model Watch India Pvt. Ltd. 2) Model World India Pvt, Ltd
|
|
(7)
|
|
Name, Current Designation, Address & DIN
|
Mr. Anant Sawant- Non-Executive independent Director Address: 11 Arunoday, Opp. Pushtipati Ganesh Mandir, Odhav Nagar, Borivali East, Mumbai - 400 066 DiN: 08093208
|
|
Date of Appointment as Additional Non- Executive Independent Director:
|
Aprjf 12, 2018
|
|
Date of Appointment as Non-Executive Independent Director:
|
April 20, 2018
|
|
Term:
|
Appointed as Non-executive Independent Director for a period of Five years i.e. tilt April 19, 2023
|
|
Occupation:
|
Consultant
|
|
Nationality
|
Indian
|
|
Age
|
68 Years
|
|
Other Directorship
|
Nil
|
|
(8}
|
|
Name, Current Designation,
Address&DJN
|
Mr. Mukul Vora - Non-Executive independent Director Address: 701, Sujal Building, Cotatge Lane of S.V. Road, Near Danabhai Jeweilers, Santacruz West, Mumbai - 400 054 DiN:0810S391
|
|
Date of Appointment BS Additional Non- Executive Independent Director:
|
April 12, 2018
|
|
Date of Appointment as Nan-Executive Independent Director:
|
April 20, 2018
|
|
Term:
|
Appointed as Non-executive Independent Director far 3 period of Five years i.e. till April 19, 2023
|
|
Occupation:
|
Professional
|
|
Nationality
|
Indian
|
|
Age
|
60 years
|
|
Other directorship
|
Nii
|
The Board of Director in their meeting held on April 12, 2018 appointed Mr. Manoj Kumar Tiwarl as Chlef Financial Officer (CFQ) of the Company under Section 203 of Companies Act, 2013.
Mr Bhavin Waghela was appointed as Company Secretary & Compliance Officer and key managerial personnel under section 203 of Companies Act, 2013 by the Board of Directorsof the Company in their meeting held on April 12, 2018,
All independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6} of the Companies Act, 2013 and Regulaticn 16(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015,
CONSTITUTION OF COMMITTEES
AUDIT COMMITTEE
The Company has constituted an Audit Committee on 27.04,2018 [n accordance with Section 177(1) of the Cornpanies Act, 2013, the details of which have been provided on www.jakhariafabric.com forming part of this Annual Report, There has been no instance where the Board of Directors had not accepted any recommendation of the Audit Committee.
NOMINATION & REMUNERATION COMMITTEE
The Company has constituted Nomination and Remuneration Committee on 27,04,2018 in accordance with Section 17S of the Companies Act, 2013, the details of which have been provided on www.jakhariafabric.com forming part of this Annual Report,
STAKEHOLDER RELATIONSHIP COMMITTEE
The Company has constituted Stakeholder relationship Committee on 27 04,2018 in accordance with Section 17S of the Companies Act, 2013, the details of which have been provided on wwwj3khariafabric.com forming part of this Annual Report.
DIRECTOR'S RESPONSIBILITY STATEMENT
As required under clause (c) of sub-section (3) of Section 134 of Companies Act, 2013, Directors, to the best of their knowledge and belief, state that —
(i) In the preparation of the annual accounts, the applicable Accounting Standards had been followed along with proper explanation relating to material departures;
(iij 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 at the end of the financial year and of the profit of the Company for the year ended on that 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} in the preparation of the annual accounts the applicable Accounting Standards had been followed along with proper explanation relating to material departures;
(v) 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 at the end of the financial year and of the profit of the Company for the year ended on that period;
(vi) 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;
(vii) the directors have prepared the annual accounts on a going concern basis;
(viii) the directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
(ix) the directors have devised proper systems to ensure compfiance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
DISCLOSURE ON COMPLIANCE WITH SECRETARIAL STANDARDS
Your Directors confirm that the Secretarial Standards issued by the Institute of Company -
Secretaries of India, have been complied with.
ACCOUNTING STANDARDS
The Company has prepared the Financial Statements for the year ended 31st March, 2013 as per Section 133 of the Companies Act, 2013, read with rule 7 of Companies (Accounts) Rules, 2014.
DISCLOSURE UNDER RULE 8 (i) (5) (ix)Of COMPANIES (ACCOUNTS! RULES. 2014;
Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is NOT APPLICABLE to the company hence such accounts and records are not maintained by the company.
PERFORMANCE EVALUATION OF THE DIRECTORS
Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of its own performance as well as of its Committees thereof and of the Directors individually.
REMUNERATION POLICY
The Board has on the recommendation of the Nomination and Remuneration Committee framed a policy for selection, appointment and remuneration of Directors and KMPs on 27.04 2018, The Remuneration Policy provided on www.lakhariafabric.com forming part of this Annual Report,
EXTRACT OF ANNUAL RETURN
The extract of annual return as provided under sub-section (3) of Section 92 of the Companies Act, 2013, in the prescribed Form MGT-9 is annexed to this Report,
NUMBER OF MEETINGS OF THE BOARD
During the Financial Year 2017-18, (11) board meetings were held in compliance of provisions of the Section 173 of Companies Act, 2013 which is summarized below.
|
SN
|
Date of Meeting
|
Board Strength
|
No. of Directors Present
|
|
1
|
02,05.2017
|
5
|
5
|
|
2
|
13,07.2017
|
5
|
5
|
|
3
|
30,08.2017
|
5
|
5
|
|
4
|
29.09,2017
|
5
|
5
|
|
5
|
30.11.2017
|
5
|
5
|
|
6
|
12.02.2018
|
5
|
5
|
|
7
|
22,02.2018
|
5
|
5
|
|
8
|
08.03,2018
|
5
|
5
|
|
9
|
27.03.2018
|
5
|
5
|
|
10
|
28.03.2013
|
5
|
5
|
|
11
|
30.03.2013
|
5
|
5
|
AUDIT COMMITTEE RECOMMENDATIONS
All the recommendations made by the Audit Committee were accepted by the Board
STATUTORY AUDITOR:
At the 9fh Annual General Meeting held on 30th September, 2016, M/s. SHAH SHROFF & ASSOCIATES, Chartered Accountant (Firm Reg, No: 12S920W) were appointed as Statutory Auditor's of the Company to hold office for a term of 4 years i.e. from the conclusion of Annual General Meeting held for the Financial year ended 2016 until the conclusion of Annual General meeting to be held for the financial year ended 2020. In terms of the first proviso to Section 139 of the Companies Act, 2013, (he appointment of the Auditors shall be placed for ratification at every Annual General Meeting of the Company. Accordingly, the appointment of M/s, SHAH SHROFF & ASSOCIATES, Chartered Accountants, as Statutory Auditors of the Company, shall be placed for ratification by the Shareholders at forthcoming Annual General Meeting of the Company. In this regard the Company has received a Certificate from the Auditors to the effect that if their appointment is ratified by shareholders, it would be in accordance with the provisions of Section 141 of the Companies Act, 2013,
A suitable resolution for ratification of their Appointment as Statutory Auditors for the Financial Year 2018-19 is included in the Notice of the 11th AGM.
Considering applicability of the provisions of Section 40 of the Companies (Amendment) Act, 2017 notified with effect from 7th May, 2013, as notified by the Ministry of Corporate Affairs, the requirement of ratification of appointment of Auditors by Members at every AGM has been omitted.
However, considering the resolution passed at the 10th AGM, the Board as an abundant caution recommends the ratification of the Statutory Auditor at this AGM and the Board is of the opinion that no ratification for the appointment of the Statutory Auditors would be required from next AGM and they shall continue to hold office of Statutory Auditors till the conclusion of the 13th AGM of the Company,
There is no audit qualification, reservation or adverse remark for the year under review,
SECRETARfAL AUDITOR
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rules made thereunder the secretarial audit were not applicable to the Company for the year ended on March 31, 2018,
PREVENTION OF SEXUAL HARRASMENT OF WOMEN AT WORKPLACE
Pursuant to the provisions of Section 22 of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013 read with Rules made thereunder, the Company had formulated and adopted a Policy on Prevention of Sexual Harassment at Workplace. The Company has not received any complaint of sexual harassment during the year under review.
RJSK MANAGEMENT POLICY
Your Company has implemented mechanism to identify, assess, monitor and mitigate various risks and has formulated a Risk Management Poficy. The Audit Committee and the Board of Directors are informed of the Risk assessment and minimization procedures.
CORPORATE SOCIAL RESPONSIBILITY:
The Company has not formed Corporate Social Responsibility Committee in Compliance with Section 135 of the Companies Act, 2013 read with the Companies [Corporate Social Responsibility Policy] Rules, 2014. Hence the statutory disclosure In accordance with Schedule VII of the Act and Rule 9 of the Companies [Corporate Social Responsibility] rules, 2014 has not been made.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Details of Loans, Guarantee and Investments covered under section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements if any.
RELATED PARTY TRANSACTIONS
All related party transactions during the year were on arm's length basis and not in conflict with the interest of the Company, The particulars of the said transactions along with other contracts/arrangements are also briefed in the Notes to the financial statement which sets out related party disclosures, A Statement containing particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of Section 1S8 of the Companies Act, 2013 including certain arms' length transactions in prescribed form AQC-2 is annexed as Annexure-B
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed through the following portal link; www. iakhariafabric.com
CODE OF CONDUCT
The Board of Directors has approved a Code of Conduct which Is applicable to the Members of the Board and specified 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 / behavior in any form and the Board has laid down certain directives to counter such acts. Such code of conduct has also been placed on the Company's website. The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to Integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure. All the Board Members and the Senior Management personnel have confirmed compliance with the Code. A declaration to this effect signed by the Managing Director of the Company appears elsewhere in this annual report,
PARTICULARS OF EMPLOYEES PURSUANT TO THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014;
The information required pursuant to Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, is not applicable for the financial year under review.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has established a Vigil Mechanism Policy/ Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. Staying true to our core 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 said Policy ensures that strict confidentiafity is maintained in respect of whrstle blowers whilst dealing with concerns and also specified that no discrimination will be meted out to any person for a genuinely raised concern. The Policy on Vigil Mechanism/Whrstfe Blower Mechanism may be accessed through website of the Company viz, www.iakhahafabric.corn
INFORMATION ABOUT SUBSIDIARY/ JV/ ASSOCIATE COMPANY;
All the necessary details about Subsidiary / JV / Associate Company are attached herewith in Form No, AOC-lfAnnexure-B)
STATUTORY DISCLOSURES
A statement containing salient features of the financial statement of the associates in the prescribed Form AOC-1 is annexed to this Report. The audited financial statements of the said companies will be kept for inspection by any Member of the Company at its Registered Office during business hours and as per the provisions of Section 136(1) of the Companies Act, 2013, a copy of the same will be made available to any shareholder on request.
A Cash How Statement for the Financial Year 2017-18 fs attached to the Balance Sheet
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
A, Conservation of Energy:
We continue to strengthen our energy conservation efforts, We are always in lookout for energy efficient measures for operation, and value conservation of energy through usage of latest technologies for quality of services. Although the equipment used by the Company being in the business of trading of the products of the Company are not energy sensitive by their very nature, stiff the Company is making best possible efforts for conservation of energy, which assures that the computers and all other equipment purchased by the Company strictly adhere to environmental standards, and they make optimum utilisation of energy.
The Company has also put in place the continuous process of identifying and replacing in a phased manner, the machrnery used like Computers, Air Conditioners and UPS etc,, which are low in efficiency.
B. Research and Development (R&D);
The Company believes that in order to improve the quality and standards of services, the Company should have a progressive Research and Development Process, which should keep on increasing along with the scale of operations of the Company.
C. Technology absorption, adaptation and innovation:
In this era of competition, in order to maintain and increase the clients and customers, we need to provide best quality services to our clients and customers at minimum cost, which is not possible without innovation, and adapting to the latest technology available in the market for providing the services. The management of your Company is focused on the ongoing process of technology up gradation, and reinvention of business mode! of your Company, as and when required.
D. Foreign exchange earnings and Outgo:
|
Outgo
|
6,91 Lakhs
|
|
Earnings
|
Nil
|
RISK MANAGEMENT:
Risk management is the identification, assessment and prioritization of risks followed by coordinated and economical application of resources to minimize, monitor and control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. Risk management's objective is to assure uncertainty which does not deviate the endeavor from the business goals. The Company has in place a mechanism to inform the Board about the risk assessment and minimization procedures and periodical review to ensure that management controls risk through means of a properly defined framework,
ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Your Company has an effective internal financial control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedure. The Company's internal financial control system is commensurate with its size, scale and complexities of its operations.
SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND OPERATIONS OF THE COMPANY
During the year under review there are no significant or material orders passed by any Regulator, Court or Tribunal against the Company, which could impact its going concern status or operations.
CAUTIONARY STATEMENT
Statements in this Directors' Report describing the Company's objectives, projections, estimates, expectations or predictions may be "forward looking statements" within the meaning of applicable securities laws and regulations. Actual results could differ materially frorn those expressed or implied. Important factors that could make difference to the Company's operations include changes in the government regulations, developments in the infrastructure segment, tax regimes and economic developments within India or abroad.
ACKNOWLEDGEMENT AND APPRECIATION
Your Directors wish to place on record their sincere appreciation, for the contribution made by the employees at all levels for their hard work and support, your Company's achievements would not have been possible without their efforts. Your Directors also wish to thank all Shareholders, Clients, Government and Regulatory authorities and Stock Exchanges, financial authorities, customers, dealers, agents, suppliers, investors and bankers for their continued support and faith reposed in the Company.
Your Directors also thank the Ministry of Corporate Affairs, stakeholders, advocates, solicitors and business associates for their continuous support,
| By and on behalf of the Board of Directors of |
|
|
JAKHARIA FABRIC LIMITED
|
C1N: U17200MH2007PLC17I939
|
|
JIGNESH SHAH
|
NITIN SHAH
|
|
CHAIRMAN & EXECUTIVE DIRECTOR
|
MANAGING DIRECTOR
|
|
DIN::01869318 DIN:018G9313
|
|
|
Place: THANE
|
|
|
Date: 7th July 2018
|
|
ANNEXED TO THIS REPORT
|
1
|
ANNEXURE-A
|
EXTRACT OF ANNUAL RETURN IN FORM MGT-9
|
|
2
|
ANNEXURE-B
|
A STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENTQF SUBSlDIARIES/ ASSOCIATE COMPANIES/JOINT VENTURES IN PRESCRIBED FORM AQC-1
|
|
3
|
ANNEXURE-C
|
FORM FOR DISCLOSURE OF PARTICULARS OF CONTRACTS/ ARRANGEMENTS ENTERED INTO BY THE COMPANY WITH RELATED PARTIES REFERRED TO (N 5UB5ECT!ON(1) OF SECTION 13S OF THE COMPANIES ACT, 2013INCLUD1NG CERTAIN ARM'S LENGTH TRANSACTIONS fN PRESCRIBED FORM AOC-2
|
Annexure-A
FORM NO. MGT9 EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2018
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration} Rules, 2014
I. REGISTRATION & OTHER DETAILS:
|
1.
|
ON
|
U172QOMH2007PLC171939
|
|
2.
|
Registration Date
|
22/06/2007
|
|
3,
|
Name of the Company
|
JAKHARfA FABRIC LIMITED ( Formerly known as Jakharia Fabric Private Limited)
|
|
4.
|
Category/Sub- category of the Company
|
Indian Non -Government Company (Company limited by shares]
|
|
5,
|
Address of the Registered off fee & contact details
|
OFFICE NQ.1224, DEOJI NAGAR, NARPOLI VILLAGE, BHIWANDI, THANE - 421302. Tel No; 91-25-2227 8892 Email: info@jakhariafabric.com
|
|
6,
|
Whether listed company
|
Prospectus has been fifed on 21,06.2018.
|
|
7.
|
Name, Address & contact details of the Registrar & Transfer Agent, if any,
|
BIG5HARB SERVICES PRIVATE LIMITED 1st Floor, Bharat Tin Works Building, Opp. Vasant Oasis, Makwarra Road, Marol Andheri East, Mumbai - 400 059 Tel No: 91 - 22 - 6263 3200;
|
II. PRINCIPAL BUSINESS ACTIVFTIES OF THE COMPANY (AN the business activities contributing 10 % or more of the total turnover of the company shall be stated)
|
S.NO,
|
Nane and Description of main products / services
|
NIC Code of the Product/service
|
% to total turnover of the company
|
| |
Manufacture of other textiJes/textife products n.e.c. [Job work)
|
13999
|
100%
|
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
|
s. No.
|
Name and Address of the Company
|
CIN/GLN
|
% of Shares held
|
Applicable Section
|
|
1)
|
M/s Jakharia Industries
|
N.A.
|
83% share in profit
|
Section 129(3} of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014
|
IV. SHARE HOLDING PATTERN
A) (Equity Share Capital Breakup as percentage of Total Equity) Category-wise Share Holding ____ ______
|
Category of Shareholders
|
No, of Shares held at the beginning of the year[As on 3 1- March -2017 J
|
No. of Shares held at the end of the year [As on 31-March-2018]
|
% Change during the year
|
|
Demat
|
Physical
|
Total
|
%of Total Shares
|
Demat
|
Physical
|
Total
|
% of Total Shares
|
|
A. Promoters
|
|
|
|
|
|
|
|
|
|
|
(1) Indian
|
|
|
|
|
|
|
|
|
|
|
a) Individual/ HUF
|
0
|
2123500
|
2123500
|
77.54
|
0
|
2123500
|
2123500
|
71.45
|
0
|
|
b) Central Govt
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
C) State Govt(s)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
d) Bodies Corp,
|
0
|
615000
|
615000
|
22.46
|
0
|
615000
|
615000
|
20.69
|
0
|
|
e) Banks /Fl
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
f) Any other
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
2J Foreign Holdings
|
|
|
|
|
|
|
|
|
|
|
a) Individual
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
bj Body Corporate
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Total shareholding of Promoter (A}
|
0
|
2738500
|
2738500
|
100
|
0
|
2738500
|
2738500
|
92.15
|
0
|
|
Category of Shareholders
|
No, of Shares held at the beginning of the year[As on 31-March-2017j
|
No, of Shares held at the end of the year[As on 31-March-201S]
|
% Chang e during the year
|
|
Demat
|
Physical
|
Total
|
% of Total Shares
|
Demat
|
Physical
|
Total
|
%of Total Shares
|
|
B. Public Shareholding
|
|
|
|
|
|
|
|
|
|
|
1- Institutions
|
|
|
|
|
|
|
|
|
|
|
a} Mutual Funds
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
b} Banks /Fl
|
0
|
0
|
0
|
0
|
*O
|
0
|
0
|
0
|
0
|
|
c} Central Govt
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
d} State Govt(s)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
e) Venture Capital Funds
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
f} Insurance Companies
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
g) FIIs
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
h) Foreign Venture Capital Funds
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
f) Others (specify)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Sub-totaf (B) (1)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
2. Non-Institutions
|
|
|
|
|
|
|
|
|
|
|
a) Bodies Corp,
|
|
|
|
|
|
|
|
|
|
|
i) Indian
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
iJj Overseas
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
a
|
|
b) Individuals
|
|
|
|
|
|
|
|
|
|
|
[} Individual shareholders holding nominal share
capital up to Rs, 1 lakh
|
0
|
0
|
0
|
0
|
0
|
233330
|
233330
|
7.85
%
|
0
|
|
ii) Individual shareholders holding nominal share capital En excess of Rs 1 lakh
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
c) Others {specify)
|
0
|
0
|
0
|
0
|
0
|
0
|
01
|
0
|
0
|
|
Non Resident Indians
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Overseas Corporate Bodies
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Foreign Nationals
|
0
|
01
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Clearing Members
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
o
|
0
|
|
Trusts
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Foreign Bodies - D R
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Sub-total (B)(Z):-
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Category of
|
No, of Shares held at the beginning
|
No. of Shares held at the end of the
|
% Change during the year
|
|
Shareholders
|
of the year[As on 31-March-2017]
|
year (As on 31-March-20l8]
|
|
|
Demat
|
Physical
|
Total
|
% of Total Shares
|
Dernat
|
Physical
|
Total
|
% of Total Shares
|
| |
|
|
|
|
|
|
|
|
Total Public
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Shareholdin
|
|
|
|
|
|
|
|
|
|
|
(B)=(B)(1)
|
|
|
|
|
|
|
|
|
|
|
(B)(2)
|
|
|
|
|
|
|
|
|
|
|
C. Shares
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
held by
|
|
|
|
|
|
|
|
|
|
|
Custodian
|
|
|
|
|
|
|
|
|
|
|
for GDRs &
|
|
|
|
|
|
|
|
|
|
|
ADRs
|
|
|
|
|
|
|
|
|
|
|
Grand Total (A B C)
|
0
|
273S500
|
2738500
|
100
|
0
|
2971830
|
2971830
|
100
|
0
|
8] (Preference Share Capital Breakup as percentage of Total Preference Equity) Category-wise Share Holding
|
Category of Shareholders
|
No. of Shares held at the beginning of the yearfAs on 31- March- 2017]
|
No. of Shares held at the end of the year[As on 31-March-2018
|
% Chang e during the year
|
|
Demat
|
Physical
|
Total
|
%of Total Shares
|
Demat
|
Physical
|
Total
|
%of Total Shares
|
|
A. Promoters
|
|
|
|
|
|
|
|
|
|
|
(1) Indian
|
|
|
|
|
|
|
|
|
|
|
a) Individual/ HUF
|
0
|
0
|
P
|
0
|
0
|
0
|
Q
|
-0
|
0
|
|
hj Central Govt
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
cj State Govt(s)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
d) Bodies Corp,
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
e) Banks /Fl
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
| f) Any other |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
0 |
|
Category of Shareholders
|
No- of Shares held at the beginning of the yearjAs on 31-March-2017]
|
No. of Shares held at the end of the year{As on 31-March-2018]
|
% Chang e during the year
|
|
Demat
|
Physical
|
Total
|
%oi Total Shares
|
Dem at
|
Physical
|
Total
|
%of Total Shares
|
|
2) Foreign Holdings
|
|
|
|
|
|
|
|
|
|
|
cj Individual
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
d} Body Corporate
|
0
|
0
|
D
|
0
|
0
|
0
|
D
|
0
|
0
|
|
Total shareholding of Promoter {A)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
B, Public Shareholding
|
|
|
|
|
|
|
|
|
|
|
1, Institutions
|
|
|
|
|
|
|
|
|
|
|
a} Mutual Funds
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
hj Banks / Fl
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
c) Centra] Govt
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
dj State Govt(s)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
e) Venture Capital Funds
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
f] Insurance Companies
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
g) FIIs
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
h) Foreign Venture Capital Funds
|
0
|
0
|
0
|
0
|
0
|
0
|
D
|
0
|
0
|
|
i) Others (specify)
|
0
|
0
|
0
|
0
|
0
|
0
|
Q
|
0
|
0
|
|
Sub-total {B)(l)r-
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Category of Shareholders
|
No. of Shares held at the beginning of the year(As on 31- March -2 017]
|
No. of Shares held at the end of the year [As on 31 -March- 201 8]
|
% Chang e during the year
|
| |
Demat
|
Physical
|
Total
|
%of Total Shares
|
Demat
|
Physical
|
Total
|
%of Total Shares
|
|
2. Non-Institutions
|
|
|
|
|
|
|
|
|
|
|
a) Bodies Corp.
|
|
|
|
|
|
|
|
|
|
|
i} Indian
|
0
|
2,33,330
|
2,33,330
|
100
|
0
|
0
|
0
|
0
|
0
|
|
ii) Overseas
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
b) Individuals
|
|
|
|
|
|
|
|
|
|
|
i) individual shareholders holding nominal share capital up to Rs. 1 lakh
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
ii) Individual shareholders hofding nominal share capital in excess of Rs 1 lakh
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
c) Others (specify)
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Won Resident Indians
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Overseas Corporate Bodies
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Foreign
Nationals
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Clearing Members
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Trusts
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Foreign Bodies -DR
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Sub-total (B}(2):-
|
0
|
2,33,330
|
2,33,330
|
100
|
0
|
0
|
0
|
0
|
0
|
|
Category of Shareholders
|
No. of Shares held at the beginning of the year[As on 31-March-2017]
|
No, of Shares held at the end of the year[As on 31-March-2018]
|
% Chang e during the year
|
|
Dem at
|
Physical
|
Total
|
Wof Total Shares
|
Demat
|
Physical
|
Total
|
%of Total Shares
|
|
Total Public Shareholding {BHB](1] (B)(2}
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
C. Shares held by Custodian for GDRs & AORs
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Grand Total {A B C}
|
0
|
2,33,330
|
2,33,330
|
100
|
0
|
0
|
0
|
0
|
0
|
B) Shareholding of Promoter-
|
s N
|
Shareholder' s Name
|
Shareholding at the beginning of the year
|
ding at the end of the year
|
inning of
|
Shareholding
|
ding at the em
|
j of the year
|
|
|
|
No. of Shares
|
% of total Shares of the company
|
%of Shares Pledged / encurnbere d to total shares
|
No. of Shares
|
% of total Shares of the company
|
% of Shares Pledged / encumbere d to total shares
|
|
1
|
Himmatlal Shah
|
474500
|
17.33
|
0
|
474500
|
15,97
|
0
|
|
2
|
Jignesh Shah
|
137000
|
5.00
|
0
|
137000
|
4.61
|
0
|
|
3
|
Mitin Shah
|
467000
|
17.05
|
0
|
467000
|
15,71
|
0
|
|
4
|
Dixit Shah
|
347000
|
12.67
|
0
|
347000
|
11,68
|
0
|
|
5
|
Manekchand Shah
|
317000
|
11.58
|
0
|
317000
|
10.67
|
0
|
|
6
|
Champaben Shah
|
225000
|
8.22
|
0
|
22SOOO
|
7.57
|
0
|
|
7
|
Jakharia Synthetics Pvt. Ltd,
|
615000
|
22.46
|
0
|
615000
|
20.69
|
0
|
|
8
|
Suryaben Shah
|
60000
|
2,19
|
0
|
60000
|
2.02
|
0
|
|
9
|
Kantaben Shah
|
21000
|
0,77
|
0
|
21000
|
0,71
|
0
|
|
10
|
ShejalShah
|
75000
|
2.74
|
0
|
75000
|
2.52
|
0
|
|
TOTAL :
|
2733500
|
100%
|
0
|
2738500
|
92.15%
|
0
|
|
CJ Change In Promoters' Shareholding (please specify, if there is no change)
|
SI
|
Particulars
|
Shareholding at the beginning of the year
|
Cumulative Shareholding during the year
|
| |
No. of shares
|
% of total shares of the company
|
No. of shares
|
% of total shares of the company
|
| |
Nil
|
D) Shareholding Pattern of top ten Shareholders: (Other than Directors, Promoters and Holders of GDRs and ADRs):
|
SN
|
For Each of the Top 10 Shareholders
|
Shareholding beginning of the year
|
|
Cumulative Shareholding during the year
|
| |
No- of shares
|
% of total shares of the company
|
No. of shares
|
% of total shares of the company
|
| |
Nil
|
E) Shareholding of Directors and Key Managerial Personnel:
|
SN
|
Shareholding of each Directors and each Key Managerial Personnel
|
Shareholding at the beginning of the year
|
|
Cumulative Shareholding during the year
|
| |
No. of shares
|
% of total shares of the company
|
No. of shares
|
% of total shares of the company
|
|
Jignesh Shah
|
| |
At the beginning of the year
|
137000
|
4.61%
|
|
|
| |
Date wise increase / Decrease in Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment / transfer / bonus/ sweat equity etc,}:
|
|
|
|
|
| |
At the end of the year
|
13 7000
|
4.61%
|
137000
|
4.61%
|
| |
|
|
|
|
|
|
Nitin Shah
|
|
At the beginning of the year
|
467000
|
15.71%
|
|
|
|
Date wise Increase / Decrease in Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment / transfer / bonus/ sweat equity etc.):
|
|
|
|
|
|
At the end of the year
|
467000
|
15.71%
|
467000
|
15,71%
|
|
SN
|
Shareholding of each Directors and each Key Managerial Personnel
|
Shareholding at the beginning of the year
|
Cumulative Shareholding during they ear
|
| |
No. of shares
|
% of total
shares of the company
|
No. of shares
|
% of total shares of the company
|
|
Manekchand Shah
|
|
At the beginning of the year
|
317000
|
10,67%
|
|
|
|
Date wise Increase / Decrease m Shareholding during the year specifying the reasons for increase /decrease [e.g. allotment / transfer / bonus/ sweat equity etc,):
|
|
|
|
|
|
At the enct of the year
|
317000
|
10-67%
|
317000
|
10.67%
|
| |
|
|
|
|
|
Dixit Shah
|
|
At the beginning of the year
|
347000
|
1168%
|
|
|
|
Date wise Increase / Decrease in Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment / transfer / bonus/ sweat equity etc.):
|
|
|
|
|
|
At the end of the year
|
347000
|
11.68%
|
347000
|
11,68%
|
| |
|
|
|
|
|
HimmatJal Shah
|
|
At the beginning of the year
|
474500
|
15.97%
|
|
|
|
Date wise Increase / Decrease In Shareholding during the year specifying the reasons for increase /decrease (e.g, allotment / transfer / bonus/ sweat equity etc.):
|
|
|
|
|
|
At the end of the year
|
474500
|
1S.97W
|
474500
|
15,97%
|
V. INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment.
| |
Secured loans excluding deposits
|
Unsecured Loans
|
Deposits
|
Total Indebtedness
|
|
Indebtedness at the beginning of the financial year
|
|
|
|
|
|
i) Principal Amount
|
9,59,45,516
|
13,28,01,571
|
-
|
22,87,47,087
|
|
ii) interest due but not paid
|
|
-
|
-
|
-
|
|
iilj Interest accrued but not due
|
|
-
|
-
|
-
|
|
Total (I ii iii)
|
9,59,45,516
|
13,28,01,571
|
-
|
22,87,47,087
|
|
Change in Indebtedness durjng the financial vear
|
|
|
|
|
|
* Addition
|
1,8435,575
|
-
|
-
|
1,84,36,575
|
|
* Reduction
|
-
|
(68,60,535)
|
-
|
(63,SO,535)
|
|
Net Change
|
1,84,36,575
|
(63,60,535)
|
-
|
1,15,76,040
|
|
Indebtedness at the end of the financial year
|
|
|
|
|
|
i) Principal Amount
|
11,43,82,091
|
12,59,41,036
|
-
|
24,03,23,127
|
|
Uj Interest due but not paid
|
|
-
|
-
|
|
|
lii) Interest accrued but not due
|
|
-
|
-
|
|
|
Total {i ii fiij
|
11,43,82,091
|
12,59,41,036
|
-
|
24,03,23,127
|
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
|
SN.
|
Particulars of Remuneration
|
Name of MD/WTD/ Manager
|
Total Amount
|
| |
|
Himmatlal Shah
|
Dixit Jignesh Shah Shah
|
Manekchand Shah
|
Nitin Shah
|
|
|
1
|
Gross salary
|
|
|
|
|
|
|
(a) Salary as per provisions contained In section 17(1) of the Income-tax Act, 1961
|
50,00,000
|
50,00,000
|
50,00,000
|
50,00,000
|
1,00,00,000
|
3,00,00,000
|
|
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
|
|
|
|
|
|
|
|
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961
|
|
|
|
|
|
|
|
2
|
Stock Option
|
~
|
|
-
|
1
|
-
|
|
3
|
Sweat Equity
|
-
|
-
|
-
|
|
-
|
|
4
|
Commission - as % of profit - others, specify...
|
|
|
|
|
|
|
|
5
|
Others, please specify
|
|
|
|
|
|
|
| |
Total (A)
|
50,00,000
|
50,00,000
|
50,00,000
|
50,00,000
|
1,00,00,000
|
3,00,00,000
|
| |
Catling as per the Act
|
|
|
|
|
|
|
B. Remuneration to other directors
|
SN.
|
Particulars of Remuneration
|
Name of Directors
|
Total Amount
|
| |
Independent Directors
|
NA
|
NA
|
|
Fee for attending board committee meetings
|
NA
|
NA
|
|
Commission
|
NA
|
NA
|
|
Others, please specify
|
NA
|
NA
|
|
Total (1)
|
MA
|
NA
|
|
2
|
Other Non -Executive Directors
|
NA
|
NA
|
|
Fee for attending board committee meetings
|
NA
|
NA
|
|
Commission
|
NA
|
NA
|
|
(Others, please specify
|
NA
|
NA
|
| |
Total (2)
|
NA
|
NA
|
| |
Totaf (BH142)
|
NA
|
NA
|
| |
Total Managerial Remuneration
|
NA
|
NA
|
| |
Overall Ceiling as per the Act
|
-
|
-
|
C.REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD:
|
SN
|
Particulars of Remuneration
|
Key Managerial Personnel
|
| |
|
CEO
|
CS
|
CFO
|
Total
|
|
1
|
Gross salary
|
|
|
|
|
|
(a) Salary as per provisions contained in section 17(1} of the income-tax Act, 1961
|
NA
|
NA
|
NA
|
NA
|
|
(b) Value of perquisites u/s 17(2) fncome-tax Act, 1961
|
NA
|
NA
|
NA
|
NA
|
|
(c] Profits in Jieu of salary under section 17(3) Income-tax Act, 1961
|
NA
|
NA
|
NA
|
NA
|
|
2
|
Stock Option
|
NA
|
NA
|
NA
|
NA
|
|
3
|
Sweat Equity
|
NA
|
NA
|
NA
|
NA
|
|
4
|
Commission
|
NA
|
NA
|
NA
|
NA
|
| |
- as % of profit
|
NA
|
NA
|
NA
|
NA
|
| |
others, specify.,.
|
NA
|
NA
|
NA
|
NA
|
|
5
|
Others, please specify
|
NA
|
NA
|
NA
|
NA
|
| |
Total
|
NA
|
NA
|
NA
|
NA
|
VII, PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
|
Type
|
Section of the Companies Act
|
Brief Description
|
Details of Penalty / Punishment/ Compounding fees imposed
|
Authority [RD / NCLT/ COURT]
|
Appeal made, if any (give Details)
|
A, COMPANY
|
Penalty
|
None
|
|
Punishment
|
|
Compounding
|
B. DIRECTORS
|
Penalty
|
None
|
|
Punishment
|
|
Compounding
|
C. OTHER OFFICERS IN DEFAULT
|
Penalty
|
None
|
|
Punishment
|
|
Compounding
|
|
By and on behalf of the Board of Directors of
|
|
JAKHARIA FABRIC LIMITED
|
|
|
CIN: U17ZOOMHZ007PLC171939
|
|
|
JIGNEsffsfcAH
|
NITIN SHAH
|
|
CHAIRMAN & EtfrdmlVE DIRECTOR
|
I MANAGING DIRECTOR
|
|
DIN: 00256315
|
DIN:018G931S
|
|
Place: THANE
|
|
|
Date: 7th July 2018
|
|
[Pursuant to first provision to sub-section (3) of section 129 of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of Subsidiaries/Associate
Companies/Joint Ventures
Part 'B" ; Associate and Joint Ventures
Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
|
Name of Associates / Joint Ventures
|
JAKHARIA INDUSTRIES
|
|
1. Latest Audited Balance Sheet Date
|
31/03/2018
|
|
2. Shares of Associate/ Joint Ventures held by the Company on the year end
|
|
|
No. of Shares
|
N.A.
|
|
> Amount of Investment in Associates/ Joint venture
|
Rs.l4,S2,25,354/-
|
|
Extend of Holding %
|
38% share in profft
|
|
3. Description of how there is significant influence
|
Investment in Partnership firm
|
|
4. Reason why the associate joint venture is not consolidated
|
NA
|
|
5. Net worth attributable to Shareholding as per latest audited Balance Sheet
|
NA
|
|
6, Profit / Loss for the year
|
|
|
> Considered in Consolidation
|
|
|
> Mot Considered in Consolidation
|
N.A,
|
[Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (l) of Section 188 of the Companies Act, 2013 inchidrng certain arms' length transactions under third proviso thereto:
1. Details of contracts or arrangements or transactions not at arm's length basis: -
|
SL
No.
|
Particulars
|
Details
|
|
a)
|
Name fsj of the related party & nature of relationship
|
NIL
|
|
b)
|
Nature of contracts/arrangements/transaction
|
|
t}
|
Duration of the contracts/arrangements/transaction
|
|
d)
|
Salient terms of the contracts or arrangements or transaction including the value, if any
|
|
e)
|
Justification for entering into such contracts or Arrangements or transactions
|
|
f)
|
Date(s) of approval by the Board
|
|
S)
|
Amount paid as advances, if any
|
|
h)
|
Date on which the special resolution was passed fn general meeting as required under first proviso toSection 188
|
2. Details of material contracts or arrangements or transactions at Arm's length basis.
|
SL
|
Particulars
|
Details
|
|
No.
|
|
|
|
aj
|
Name (s) of the related party & nature of relationship
|
|
|
b)
|
Mature of contracts/arrangements/transaction
|
|
|
c)
|
Duration of the contra cts/arrangements/transact ion
|
| |
|
Nil
|
|
d)
|
Salient terms of the contracts or arrangements or transaction including
|
|
| |
the value, if any
|
|
|
«0
|
Date(s) of approval by the Board
|
|
|
f)
|
Amount paid as advances, if any
|
|
By and on behalf of the Board of Directors of
|
|
JAKHARIA FABRIC LIMITED
|
|
|
CJN: U17290MH2007PLC171939
|
|
|
JIGNESHSHAH
|
NITIN SHAH
|
|
CHAIRMAN & EXECUTIVE DIRECTOR
|
MANAGING DIRECTOR
|
|
DIN:00256315
|
DIN;0186931S
|
|
Place: THANE
|
|
|
Date: 7th July 2018
|
|
|