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Directors Report of Sanchay Finvest Ltd.
Mar 31, 2025
We have the pleasure in presenting to you the 34th Board Report of the company together with the
Audited Financial Statements for the period ended as on 31st March 2025;
1. HIGHLIGHTS OF FINANCIAL RESULTS:
The summarized financial results for the year ended as on 31st March 2025 are as under:
(Amount in Thousand)
|
As on 31st March |
As on 31st March |
|
|
Particulars |
2025 |
2024 |
|
Revenue from Operations |
2601.42 |
5886.99 |
|
Other Income |
3,644.14 |
611.20 |
|
Total Income |
6,245.56 |
6,498.19 |
|
Total Expenditure |
8,354.84 |
4,127.02 |
|
Profit/(Loss) before tax |
(2,920.42) |
(1,408.77) |
|
Total Tax Expenses |
274.61 |
16.19 |
|
Net Profit/(Loss) |
(3,195.03) |
(1,424.96) |
|
Earnings Per Share |
||
|
Basic |
(1.01) |
(0.42) |
|
Diluted |
(1.01) |
(0.42) |
2. STATE OF THE COMPANY''S AFFAIRS:
During the year under review, your company has made total turnover of Rs. 2601.42 Thousand as
compared to previous year of Rs. 5886.99 Thousand decreased by 55.81% and Other Income of Rs.
3,644.14 Thousand as compared to previous year of Rs. 611.20 thousand increased by 496.22%. the
other Income has been increased due to increase in Profit on sale of Offices Premises and Interest
received on advance refunded for purchases of property.
Further, the Profit/(Loss) Before Tax of Rs. (2,920.42) thousand as compared to previous year of Rs.
(1,424.96) thousands has been decreased the loss has been incurred due to increase in expenditure
and some penalties levied by exchanges.
The Financial Statements for the year ended March 31, 2025 have been prepared in accordance with
Indian Accounting Standards (Ind-AS) notified under the Companies (Indian Accounting Standards)
Rules, 2015 read with Section 133 of Companies Act, 2013, (the ''Act'') and other relevant provisions of
the Act. There are no material departures from the prescribed norms stipulated by the accounting
standards in preparation of the annual accounts.
3. TRANSFER TO RESERVES:-
During the year under review, no amount has been transferred to the general reserve of the
Company.
4. DIVIDEND:-
For the Financial Year 2024-25, based on the Company''s performance, the Board of Directors does
not recommended any dividend.
5. CHANGE IN THE NATURE OF BUSINESS. IF ANY:
There was no change in the nature of business of the Company during the year. The company is
mainly into the business of broking activities and cash and derivatives segment at BSE. The Company''s
main business is Investment in shares and Investment in Equity / Debt Mutual Funds.
6. INCREASE IN ISSUED. SUBSCRIBED AND PAID UP EQUITY SHARE CAPITAL:
During the financial year under review, there was no change in Authorized Share Capital and Equity
Shares of the company
7. LISTING OF EQUITY SHARES :
The Company''s equity shares are listed the BSE Stock Exchange;
âBSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001, Maharashtra, India.â
8. SUBSIDIARIES. ASSOCIATES AND IOINT VENTURE COMPANIES :
The Company does not have any Subsidiary, Associates or Joint Venture Companies. Hence, clause is not
applicable.
9. CHANGE IN NAME OF THE COMPANY:
During the Financial Year under review, the Company has not changed its name.
1 0. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL (KMP):
Composition:
The Company''s Board of Directors consists of distinguished individuals with proven competence and
integrity. Besides strong financial acumen, strategic astuteness, experience and leadership qualities,
they have a significant degree of dedication to the Company and invest adequate time to Meetings and
preparation. In terms of requirement of Listing Regulations, 2015, the Board has defined fundamentals,
skills, expertise and competencies of the Directors in the context of the Company''s business for effective
functioning and how the current Board of Directors is fulfilling the required skills and competences. As
of March 31, 2025, the Board consisted of Five (5) Directors, following are as follow:
|
Sr. No |
Name and DIN |
Designation |
|
01. |
Mr. Narottam Kumar Nandlal Sharma |
Director |
|
02. |
Mr. Naresh Kumar Nandlal Sharma |
Managing Director |
|
03. |
Mr. Nikhil Saran Mathur (DIN: 00192195) |
Independent Director |
|
04 |
Mr. Sarthak Naresh Sharma (DIN: 00794218) |
Whole-time director |
|
05. |
Mr. Milan Meghnad Shah |
Independent Director |
Change in Directorship during the year:
1. Mr. Milan Meghnad Shah (DIN: 02964070) as an Additional Director (Non-Executive Independent) of
the Company with effect from 06th December, 2024, subject to the approval of the members in the 33rd
General Meeting to hold office for a term upto 5 (five) consecutive years from 06-12-2024 to 05-12¬
2029 and not liable to retire by rotation.â
2. Mr. Sureshkumar Nandlal Sharma (DIN: 00873851) has resigned from the post of the designation
w.e.f. 19/11/2024 and board has noted the same.
Directors retiring by rotation
Pursuant to section 152 of the Companies Act 2013 and Regulation 36 SEBI (LODR) Regulations 2015
read with Secretarial Standard-2 on General Meetings the relevant rules made thereunder, Mr. Sarthak
Naresh Sharma (DIN: 08239430) Whole Time Director and Mr. Narottam Kumar Nandlal Sharma (DIN:
00794167) Director is liable to retire by rotation at the ensuing Annual General Meeting (âAGMâ) and
being eligible, and has sought re-appointment.
Based on recommendation of the Nomination and Remuneration Committee, the Board of Directors has
recommended their re-appointment and the matter is being placed for seeking approval of members at
the ensuing Annual General Meeting of the Company.
None of the Directors of the Company are disqualified for being appointed as Directors as specified in
Section 164(2) of the Companies Act, 2013 and Rule 14(1) of the Companies (Appointment and
Qualification of Directors) Rules, 2014.
Key Managerial Personnel
There has no change in designation of the Key Managerial Personnel. Mrs. Neha Milan Shah, Company
secretary and Chief Financial Officer.
11. INDEPENDENT DIRECTORS:-
Statement on Declaration given by Independent Directors:
The Company has Two Independent Directors, namely Mr. Nikhil Saran Mathur and Mr. Milan Meghnad
Shah. Each of them has submitted the requisite declarations under Section 149(7) of the Act, affirming
that they meet the criteria of independence as outlined in Section 149(6) of the Act and Regulation
16(1)(b) of the SEBI Listing Regulations.
In accordance with Regulation 25(8) of the SEBI Listing Regulations, all Independent Directors have
further confirmed that they are not aware of any circumstances or situations that could impair their
independence or affect their ability to exercise objective judgment free from external influence.
The Board of Directors has reviewed and duly noted these declarations and confirmations after
conducting a thorough assessment of their accuracy. The Independent Directors have also affirmed
compliance with the provisions of Schedule IV of the Act (Code for Independent Directors) and the
Company''s Code of Conduct. There has been no change in the status or circumstances that would affect
their designation as Independent Directors during the reporting period.
Additionally, the Company has received confirmation from all Independent Directors regarding their
registration in the Independent Directors'' databank, maintained by the Indian Institute of Corp orate
Affairs, in accordance with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules,
2014.
The terms and conditions of appointment of the Independent Directors are placed on the website of the
Company i.e. www.sanchayfinvest.in
Familiarization Programme for Independent Directors:-
Your Company has adopted a formal Familiarization Programme for Independent Directors to support
their effective participation on the Board. As part of the familiarization process, the Company provides
detailed insights into its business operations, industry dynamics, organizational structure, and group-
level businesses. Independent Directors are also informed about the regulatory and compliance
obligations under the Companies Act, 2013 and the SEBI Listing Regulations.
12. DIRECTORS'' RESPONSIBILITIES STATEMENT:
Pursuant to the requirement under Section 134 (5) of Companies Act, 2013, with respect to Directors''
Responsibility Statement, it is hereby confirmed that:
(i) In the preparation of the annual accounts, the applicable accounting standard had been followed
along with proper explanation relating to material departures
(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 at the end of the financial year and of the Profit or Loss of the
Company for that period.
(iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provision of this Act for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities.
(iv) The Directors have prepared the Annual accounts on a going concern basis.
(v) 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.
(vi) The directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating.
1 3. NUMBER OF MEETINGS OF THE BOARD :
During the year under review, the Board has demonstrated a high level of involvement in guiding the
Company, supported by detailed discussions and timely decisions. During the financial year, Six (6)
meetings of the Board of Directors were held, the details of which are given in the Corporate
Governance Report of the Company, which forms a part of the Annual Report. The intervening gap
between the meetings was within the prescribed period under the Act and the SEBI Listing Regulations.
14. INDEPENDENT DIRECTORS MEETING:
During the year under review, the Independent Directors of the Company met 1 (one) time on February
12, 2025.
1 5. ANNUAL BOARD EVALUATION:
The Company has established a comprehensive framework for evaluating the performance of the Board
of Directors, its Committees, and Individual Directors, in line with the requirements of Sections 134 and
178 of the Act, Regulation 17(10) of the SEBI Listing Regulations, and the Company''s Nomination and
Remuneration Policy.
As part of this evaluation process, structured and confidential questionnaires were circulated to all
Directors to obtain feedback on various aspects of the Board''s functioning, the effectiveness of its
Committees, and the performance of each Director. The observations and responses received were
compiled, analyzed, and subsequently presented to the Chairman of the Board for review and
discussion.
The Evaluation of Directors covered several aspects, including their attendance and participation in
meetings, understanding of the Company''s operations and business environment, application of
knowledge and expertise, quality of contributions to discussions, maintenance of confidentiality,
integrity, and independent judgment. Directors were also evaluated on their alignment with the
Company''s core values, commitment to fiduciary responsibilities, and adherence to the Code of Conduct.
The Board''s performance was assessed based on criteria such as the effectiveness of its oversight on
compliance and governance matters, clarity in the roles of the Chairman and Executive/Non-Executive
Directors, the diversity and mix of skills and expertise, strategic involvement, and overall guidance in
areas such as risk management, financial reporting, ethics, and succession planning. Particular emphasis
was placed on the Board''s ability to provide strategic foresight and review the implementation of key
initiatives and policies.
The evaluation of Committees considered their structure, independence, frequency of meetings,
adherence to defined procedures, effectiveness in fulfilling their responsibilities, and the extent of their
contribution to Board decisions. The Committees were also assessed on their ability to engage
meaningfully with internal and external auditors, and their role in supporting oversight functions.
Based on the outcome, the Board concluded that the overall performance of the Board, its Committees,
and individual Directors, including Independent Directors, was found to be satisfactory.
16. COMMITTEES OF THE BOARD:
As on 31st March 2025, the Board has constituted the following committees:
⢠Audit Committee;
⢠Nomination and Remuneration Committee;
⢠Stakeholder''s Relationship Committee.
During the year, all recommendations made by the committees were approved by the Board.
Details of all the Committees such as terms of reference, composition and meetings held during the
year under review are disclosed in the Corporate Governance Report, which forms part of this
Annual Report.
1 7. PERFORMANCE OF THE BOARD AND COMMITTEES:
During the year under review, the performance of the Board & Committees and Individual
Director(s) based on the below parameters was satisfactory:
(i) All Directors had attended the Board meetings;
(ii) The remunerations paid to Executive Directors are strictly as per the Company and
industry policy.
(iii) The Independent Directors only received sitting fees.
(iv) The Independent Directors contributed significantly in the Board and committee
deliberation and business and operations of the Company and subsidiaries based on their
experience and knowledge and Independent views.
(v) The compliances were reviewed periodically;
(vi) Risk Management Policy was implemented at all critical levels and monitored by the
Internal Audit team who places report with the Board and Audit committee.
1 8. CORPORATE SOCIAL RESPONSIBILITY:
Since the provisions of section 135 of the Companies Act, 2013 is not applicable to the Company as
the limits are not breached; a report on CSR activities is not required to be annexed with this
report.
19. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES /INDUSTRIAL RELATIONS FRONT:
The HR function is strategically integrated with the Company''s long-term vision and is geared
towards enhancing employee experience, performance, and future readiness. This year, our
company âSANCHAY FINVEST LIMITEDâ remained committed to nurturing an inclusive and
collaborative workplace culture that encourages transparency, creativity, and mutual respect. The
Company actively promotes a learning oriented environment by investing in skill-building,
leadership development, and cross-functional exposure, ensuring employees continue to grow and
thrive within the organization.
20. NOMINATION AND REMUNERATION POLICY:
The Company has not constituted the NRC according to section 178 of the companies Act 2013 and
as per SEBI (LODR) Regulation 2015 due to non-appointment of Non-Executive Directors on board.
Further the company is in process for the experienced person to be appointed on board and
complied the rules and regulations.
21. BOARD POLICIES:
The Company has the following policies which are applicable as per the Companies Act, 2013 and
SEBI (LODR) Regulations, 2015 which are placed on the website of the Company i.e.
(i) Code of Conduct for Directors and Senior Management
(ii) Nomination and Remuneration Policy
(iii) Policy on Disclosure of Material Events
(iv) Policy on preservation of Documents
(v) Policy on archival of data
(vi) Whistle Blower Policy
(vii) Policy on Related Party Transactions
(viii) POSH Policy
(ix) Dividend Distribution Policy
(x) Policy on Material Subsidiary
22. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION
OF THE COMPANY OCCURRED BETWEEN THE END OF FINANCIAL YEAR TO WHICH THIS
FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT:
There was no material changes and commitments have occurred between the end of the
Company''s financial year of the Company to which the financial statements relate and the date of
the report which may affect the financial position of the Company or its status as a "Going
Concernâ.
23. INTERNAL FINANCIAL CONTROL & INTERNAL AUDIT:
The Company has in place a robust internal control system, commensurate with the size, scale, and
complexity of its operations. These controls are supported by well-documented policies and
standard operating procedures that govern key business processes. The internal control
framework is designed to ensure the orderly and efficient conduct of business, including adherence
to internal policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy
and completeness of accounting records, and timely preparation of reliable financial information.
In compliance with Section 138 of the Act and the applicable provisions of the SEBI Listing
Regulations, the Company has established a structured Internal Audit function. The scope,
authority, and functioning of the internal audit are defined and reviewed periodically by the Audit
Committee. Internal audits are conducted at regular intervals to assess the effectiveness of
operational and financial controls and to provide assurance on the design and operating
effectiveness of internal systems.
The internal audits during the year focused on key functional areas such as inventory management,
stock, Human Resources, IT systems, and operational efficiency. The audit findings were presented
to the Audit Committee on a quarterly basis, along with management''s responses and action plans.
Follow-up mechanisms are in place to ensure the timely implementation of corrective measures.
The internal and operational audit responsibilities are assigned to M/s. SKB J P & Co. Chartered
Accountants, Internal Auditor who function independently and report directly to the Audit
Committee to ensure objectivity and transparency in the audit process. The primary focus of their
audit activities is to conduct a comprehensive assessment of business risks, evaluate the
effectiveness of internal controls, and review core business processes for efficiency, compliance,
and alignment with industry best practices.
24. INVESTOR EDUCATION AND PROTECTION FUND fTEPFI:
There is no amount due to be transferred to the IEPF account. Hence, Clause is not applicable.
25. RELATED PARTY TRANSACTIONS:
During the year under review, The Company has entered into any transactions with related parties
therefore, Form AOC-2 has been annexed as "Annexure-Iâ required to furnish pursuant to 188(1)
of the Companies Act 2013 read with Rule 8(1) of the Companies (Accounts) Rules, 2014.
Your Company has in place a Policy on Related Party Transactions for purpose of identification and
monitoring of Related Party Transactions and is published on the Company''s website i.e.
sanchayfinvest.in
26. PARTICULARS OF LOANS, GUARANTEES, SECURITIES OR INVESTMENTS:
The company has neither given any loans or guarantees nor made any investments as covered
under the provisions of section 186 of the Companies Act, 2013 during the financial year 2024-25.
27. DEPOSITS U/S 73 TO 76A OF COMPANIES ACT 201 3:
During the financial year, The Company has not accepted any deposits within the meaning of
Section 73 to 76A of the Companies Act, 2013 of the Act, read with the Rules made thereunder.
Hence, Clause is not applicable.
28. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S
OPERATIONS IN FUTURE:
The Company has not complied with the requirement of SEBI (LODR) Regulations, 2015 for which
fine was levied by BSE on Company.
BSE has raised various mails to Company for various Non-Compliance of Regulation 33, 34, 31, 76
and Corporate Governance for Quarter March 2024, June 2024 and September 2024.They had also
freezed Promoter Demat Account for Non-compliance of this Regulation.
Company afterwards complied this Regulations and BSE has levied SOP Fines vide mail dated
12.06.2025 for Late submissions of Rs. 20,06,000/-.Further Company has not paid any of this fine.
Following are the details of Fine levied:
⢠For Quarter March 24 Late submissions of Regulation 33 - Rs. 845000/- and Regulation 34-
Rs. 1,74,000/- .
⢠For Quarter June 24 Late submissions of Regulation 33 - Rs. 565000 /- .
⢠For Quarter September 24 Late submissions of Regulation 13(3) - Rs. 106000, Regulation
31 - Rs. 216000/- and Regulation 33- Rs. 100000/- .
29. DETAILS OF APPLICATIONS MADE OR PROCEEDINGS UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016:-
During the year under review, there is no application made or proceedings in the name of the
company under the Insolvency and Bankruptcy Code, 2016.
30. ENVIRONMENT, HEALTH AND SAFETY :
Your Company remains fully committed to upholding the highest standards of legal compliance and
operational excellence in all aspects of Health, Safety, and Environmental (HSE) management.
During the year under review, the Company continued to focus on energy and water conservation,
enhanced utilization of renewable energy sources, and efforts to minimize waste generation across
operations. These initiatives are in alignment with the Company''s broader goals of sustainable
development and environmental stewardship.
The Company recognizes that safety is not a one-time initiative but an ongoing journey of
continuous improvement. Accordingly, it has outlined future plans aimed at further enhancing the
overall workforce well-being, promoting a proactive approach to health and safety, and embedding
a strong safety-first culture throughout all operational sites.
Additionally, your Company reaffirms its commitment to providing a safe, healthy, and secure
working environment across all manufacturing units and office, thereby ensuring a responsible and
people-centric approach to organizational growth.
30. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
Your Company is committed to fostering a work environment that upholds the highest standards of
safety, ethics, and legal compliance across all levels of its operations. To this end, a structured Vigil
Mechanism / Whistle blower Policy have been implemented in line with the provisions of the
Companies Act, 2013 and the SEBI (LODR) Regulations 2015. The Policy is also available on the
Company''s official website i.e. sanchayfinvestin
There were no Complaints received for the financial year ended 31st March, 2025.
31. RISK MANAGEMENT POLICY:
The Company continues to have an effective Risk Management process in place. The Company has
in place a mechanism to identify, assess, monitor and mitigate various risks to key business
objectives. Major risks identified by the businesses and functions are systematically addressed also
discussed at the meetings of the Audit Committee and the Board of Directors of the Company.
Major risks, if any, identified by the business and functions are systematically addressed through
mitigating action on a continuous basis.
32. AUDITORS & THEIR QUALIFICATION OR REMARKS OR OBSERVATION:
Statutory Auditors:
M/S. V. R. Bhabhra & Co, Chartered Accountants (FRN No. 112B61W) were appointed as Statutory
Auditors of the Company for a period of five consecutive years at the Annual General Meeting
(AGM) of the Members held on held on September 29, 2022 But due to non-receipt of renewed
peer review certificate the Statutory Auditors has resigned from the Company w.e.f. 13th June,
2024;
M/s Jain Jagawat Kamdar & Co. Chartered Accountants (FRN No. 122530W) were appointed as a
Statutory Auditors of the Company due to Casual Vacancy till the ensuing annual general meeting
and they has given consent and eligibility for their appointment for term of 5 years from 34th AGM
to 39th AGM ended on 2030.
Qualification:
As stated in Note 38 of the Statement, the Company has not made provision for expected credit
losses in respect of certain current assets and/or current investments, including member deposit
with the M.P. Stock Exchange (Rs. 50 thousand), OTC Exchange (Rs. 225 thousand), Stock Exchange
card fees (Rs. 2,300 thousand), fixed deposit balance with Bank of India (Rs. 50 thousand), and
doubtful trade receivables (Rs. 67.21 thousand). This is not in compliance with Ind AS 109 -
Financial Instruments. Had such provision been made, the loss for the year would have increased
and current assets would have been correspondingly reduced.
REPLY:
The Company is in the process of reassessing the recoverability of these balances and will consider
recognition of appropriate provisions in accordance with Ind AS 109 in subsequent reporting
periods, based on further evaluation of the probability of recovery and updated risk assessments.
This approach has been duly disclosed to ensure transparency and enable users of the financial
statements to understand the potential impact on the financial position of the Company.
Secretarial Auditor:
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 had
appointed Ramesh Chandra Mishra & Associates, Company Secretary in practice (Membership No.:
5477 Certificate of Practice No. 3987), Secretarial Auditor to undertake the Secretarial Audit of the
Company for the Financial Year ended March 31, 2024.
The Board has further appointed Mr. Ramesh Chandra Mishra, Practicing Company Secretary
(Membership No. FCS 5477 & COP: 3987) from M/s Ramesh Chandra Mishra & Associates, Practicing
Company Secretaries, a peer reviewed firm, for a term of Five (5) consecutive financial years
commencing from the conclusion of the ensuing 34th Annual General Meeting till the conclusion of 39th
Annual General Meeting to be held in the year 2030 (i.e. to conduct the Secretarial Audit for 5 financial
year from 2025- 26 to 2029-30).
The Secretarial Audit Report is included as Annexure-IV and forms an integral part of this Report.
The Secretarial Audit Report contain the qualifications, reservations, adverse remarks or
disclaimer as provided in the Annexure-IV.
33. REPORTING OF FRAUDS BY AUDITORS:
During the year under review, neither the Statutory Auditors nor the Secretarial Auditor has
reported to the Audit Committee under Section 143(12) of the Companies Act, 2013, any instances
of fraud committed against the Company by its officers or employees, the details of which would
need to be mentioned in the Board''s Report.
34. ACCOUNTING STANDARDS:
The Company has followed Indian Accounting Standards (IND AS) issued by the Ministry of
Corporate Affairs in the preparation of its financial statements.
35. ANNUAL RETURN:
In accordance with the provisions of Section 92(3) of the Companies Act, 2013 and Rule 12 of the
Companies (Management and Administration) Rules, 2014, the Annual Return of the Company has
been made available on the Company''s official website i.e. sanchayfinvest.in
36. CORPORATE GOVERNANCE:
The Company remains steadfast in its commitment to upholding the highest standards of
Corporate Governance, emphasizing transparency, accountability, and ethical business practices in
all aspects of its operations. In accordance with Regulation 34 read with Schedule V of the SEBI
Listing Regulations, a separate report on Corporate Governance has been included as part of this
Integrated Annual Report as Annexure-II.
Additionally, a certificate issued by Mr. Ramesh Chandra Mishra, Practicing Company Secretary
(Membership No. FCS 5477 & COP: 3987) from M/s Ramesh Chandra Mishra & Associates,
Practicing Company Secretaries of the Company, confirming compliance with the Corporate
Governance requirements as prescribed under the Listing Regulations is annexed as Annexure- II.
37. MANAGEMENT DISCUSSION AND ANALYSIS REPORT :
The Management Discussion and Analysis Report for the year under review, as stipulated under
the Regulation 34 read with Schedule V of SEBI Listing Regulations, forms part of this Annual
Report and is annexed as Annexure-III.
The states of the affairs of the business along with the financial and operational developments have
been discussed in detail in the Management Discussion and Analysis Report.
38. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION-
PROHIBITION AND REDRESSAL) ACT, 2013:
The Company is firmly committed to fostering a safe, respectful, and inclusive workplace and
maintains a zero-tolerance policy towards any form of discrimination or harassment. In alignment
with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, the Company has implemented a comprehensive Anti-Harassment and
Grievance Redressal Policy.
To ensure proper handling of such matters, an Internal Complaints Committee (ICC) is constituted
at the Group level to address and resolve complaints related to sexual harassment in a timely and
fair manner. The policy clearly outlines the procedures, roles, and responsibilities involved in
addressing such concerns and aims to offer guidance and support to employees across all offices of
the Company. The policy covers all women employees, including those who are permanent,
temporary, or contractual. It is introduced to all employees during their induction.
During the financial year under review, the Company has not received any complaints pertaining to
sexual harassment.
The details of complaints reported under Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 during F.Y 2024-25 are as follows:
1. Number of complaints at the beginning of the financial year -Nil
2. Number of complaints filed and resolved during the financial year -Nil
3. Number of complaints pending at the end of the financial year -Nil
39. PARTICULARS OF CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNING AND OUTGO:
In accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013, read with Rule
8(3) of the Companies (Accounts) Rules, 2014, the relevant information pertaining to conservation
of energy, technology absorption, and foreign exchange earnings and outgo is as follows:
Conservation of energy: -
The steps taken or impact on conservation of energy: N.A.
The steps taken by the Company for utilizing alternate sources of energy: N.A.
The capital investment on energy conservation equipment: N.A.
Technology absorption:-
The efforts made towards technology absorption: N.A.
The benefits derived like product improvement, cost reduction product development or import
substitution: N.A.
In case of imported technology (imported during the last three years reckoned from the beginning
of the financial year) -
The details of technology imported: N.A.
The year of import: N.A.
Whether the technology been fully absorbed. N.A.
If not fully absorbed, areas where absorption has not taken place and the reasons thereof; and: N.A.
The expenditure incurred on Research and Development. N.A.
Foreign Exchange Earnings and Outgo: N.A.
40. SECRETARIAL STANDARDS COMPLIANCES:
Your Company has complied with the Secretarial Standards issued by the Institute of Company
Secretaries of India on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2).
41. DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:
The Company has not required to do Valuation Report and not required to do any settlement with
the bank
42. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:
The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act,
1961, and has extended all statutory benefits to eligible women employees during the year.
43. LISTING WITH STOCK EXCHANGES:
Shares of the Company are listed on BSE Limited and the Company confirms that it has paid the
annual Listing Fees for the year 2024-25.
44. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT:
The Board of Directors has adopted a policy and procedure on Code of Conduct for the Board
Members and employees of the Company in accordance with the SEBI (Prohibition of Insiders
Trading) Regulations, 2015. This Code helps the Company to maintain the Standard of Business
Ethics and ensure compliance with the legal requirements of the Company.
The Code is aimed at preventing any wrong doing and promoting ethical conduct at the Board and
by employees. The Compliance Officer is responsible to ensure adherence to the Code by all
concerned. The Code lays down the standard of 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 workplace, in business practices and in dealing with stakeholders.
All the Board Members and the Senior Management Personnel have confirmed Compliance with
the Code. Declaration of Code of Conduct is annexed as Annexure- V.
45. DISCLOSURE REQUIREMENTS:-
The Company has devised proper systems to ensure compliance with the provisions of all
applicable Secretarial Standards issued by the Institute of Company Secretaries of India and is of
the view that such systems are adequate and operating effectively.
46. MAINTAINANCE OF COST RECORDS:-
The Company is not required to maintain cost records as specified by the Central Government
under sub-section (1) of section 148 of the Companies Act, 2013.
47. CAUTIONARY STATEMENT:-
Certain statements made in this Report, including those under Management Discussion and
Analysis, Corporate Governance, the Notice to Shareholders, and other sections of the Annual
Report, may constitute "forward-looking statementsâ as per applicable laws and regulations. These
statements reflect the Company''s current intentions, expectations, projections, or forecasts
regarding future performance.
However, actual outcomes may vary materially from those expressed or implied, owing to changes
in market conditions, economic developments, or unforeseen circumstances. The Company does
not assume any obligation or responsibility for the accuracy or completeness of such forward¬
looking statements, which may be subject to revision based on future events, developments, or the
availability of new information.
47. ACKNOWLEDGEMENTS:
The Directors acknowledge and sincerely appreciate the dedication, perseverance, and hard work
demonstrated by all employees across the Company. They also extend their heartfelt thanks to the
shareholders, government bodies, regulatory authorities, banks, stock exchanges, depositories,
auditors, customers, vendors, business associates, suppliers, distributors, and the communities
surrounding the Company''s operations. The Directors are grateful for their continued support,
trust, and confidence in the Company''s Management.
For and on behalf of
Sanchay Finvest Limited
Sd/- Sd/-
Naresh Kumar Nandlal Sharma Sarthak Naresh Sharma
Managing Director Whole-Time Director
DIN:00794218 DIN: 08239430
Date: 02nd September 2025
Place: Indore
Mar 31, 2024
Your Board of Directors takes pleasure in presenting this Thirty third (33rd] Annual Report covering the highlights of the finances, business, and operations of your Company along with the Audited Financial Statements and Report of Auditors thereon for the Financial Year ended 31st March, 2024.
COMPANYâS FINANCIAL HIGHLIGHTS :
The highlights of the Companyâs financial results for the Financial Year 2023-24 are as under:
f Amount in Lakhs''!
|
Particulars |
FY 2023-24 |
FY 2022-23 |
|
Total Revenue from Operations |
58.87 |
43.31 |
|
Other Income |
6.11 |
3.49 |
|
Total Income |
64.98 |
46.81 |
|
Total Expenditure |
41.27 |
23.62 |
|
Profit/loss before tax |
(14.09] |
23.19 |
|
Total Tax Expenses |
0.16 |
(0.11] |
|
Net Profit/loss |
(14.25) |
23.08 |
|
Earnings Per Share (in Rs] |
||
|
Basic |
(0.45] |
0.73 |
|
Diluted |
(0.45] |
0.73 |
OPERATIONS PERFORMANCE:
Your Companyâs Total Income during the year under review was Rs. 64.98Lakhs as compared to Rs. 46.81 Lakhs in the previous year. Profit/loss before Tax for the year 2023-24 was Rs. (14.09] Lakhs as against Rs. 23.19 Lakhs in the previous year. Profit after Tax for the year 2023-24 stood at Rs. (14.25] Lakhs as against Rs. 23.08 Lakhs in the previous year.
The Financial Statements for the year ended March 31, 2024 have been prepared in accordance with Indian Accounting Standards (Ind-AS] notified under the Companies (Indian Accounting Standards] Rules, 2015 read with Section 133 of Companies Act, 2013, (the âActâ] and other relevant provisions of the Act. There are no material departures from the prescribed norms stipulated by the accounting standards in preparation of the annual accounts.
Management evaluates all recently issued or revised accounting standards on an ongoing concern basis. The Company discloses Financial Results on a quarterly basis, which are subject to Limited Review and publishes Audited Financial Results on an annual basis.
TRANSFER TO RESERVES:
During the year under review, the Company has not transferred any amount to the ''General Reserveâ and entire amount of profit for the year forms part of the âRetained Earnings
DIVIDEND:
Your Directors did not recommend any dividend for the year.
CHANGE OF REGISTERED OFFICE:
There is no shifting of registered office during the Financial year 2023-2024. The Board has decided to Change the Registered Office from State of Madhya Pradesh to State of Maharashtra.
CHANGE IN THE NATURE OF BUSINESS, IF ANY:
There was no change in the nature of business of the Company during the year. The company is mainly into the Company is mainly into broking activities and cash and derivatives segment at BSE. The Companyâs main business is Investment in shares and Investment in Equity / Debt Mutual Funds.
CORPORATE SOCIAL RESPONSIBILITY :
During the financial year under review, the provisions of Section 135 of the Act relating to the Corporate Social Responsibility are not applicable to your Company. However the company has not formed a CSR committee.
MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT, INCLUDING NUMBER OF PEOPLE EMPLOYED:
Human resources have always been of supreme importance at Sanchay Finvest Limited as they are the growth-drivers and the mainstay of the organization. The prominence of the people of the organization stems from the belief that they are the authors of the Companyâs success story. Integral to the Company''s approach, Human resource development is its distinctive strategy. The strategy ensures developing and nurturing a team of competent, passionate and inspiring leaders who would turn to be the scribes of a promising future''s slate. Thus, building a future ready organisation through true to type learning, innovation and world-class execution. The Company believes that the alignment of all employees to a shared vision and purpose is crucial for succeeding in the marketplace. Further it recognises the mutuality of interest with key stakeholders and is committed to building harmonious employee relations.
Sanchay Finvest Limited is confident that its employees will relentlessly strive to Annual Report 2023-24 meet the growth agenda, deliver world class performance and innovate newer things. Thus they will uphold human dignity, foster team spirit and discharge
their role as ''trustees'' of all stakeholders with true faith and allegiance.
The Company cares for its people, customers, suppliers, and community who are reflected in the Company''s policy, programs and development efforts.
NOMINATION AND REMUNERATION POLICY :
The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Executive & Non-Executive Directors, Key Managerial Personnel, Senior Management and other employees of the Company.
The policy outlines the criteria for determining qualifications, positive attributes, relevant experience and Independence of Director and criteria for appointment of Key Managerial Personnel / Senior Management and performance evaluation which are considered by the Nomination and Remuneration Committee and the Board of Directors while making selection of the candidates.
The Policy also lays down the guiding principles, philosophy and the basis for payment of remuneration to Executive and Non-executive Directors (by way of sitting fees and commission). Key Managerial Personnel, Senior Management and other employees. The Nomination and Remuneration Policy of the Company is available on the website of the Company www.sanchayfinvest.in.
MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY, OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:
There have been no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of this Report.
INTERNAL FINANCIAL CONTROL SYSTEMS, THEIR ADEQUACY AND RISK MANAGEMENT:
The establishment of an effective corporate governance and internal control system is essential for sustainable growth and long-term improvements in corporate value, and accordingly, Sanmit Infra Limited works to strengthen such structures. We believe that a strong internal control framework is an important pillar of Corporate Governance.
Your Company has put in place adequate internal financial controls commensurate with the size and complexity of its operations. The internal controls ensure the reliability of data and financial information to maintain accountability of assets.
The Company has an effective internal control and risk mitigation system, which is constantly assessed and strengthened with new/revised standard operating procedures. These controls ensure safeguarding of assets, reduction and detection of fraud and error, adequacy and completeness of the accounting records and timely preparation of reliable financial information. Critical functions are rigorously reviewed and the reports
are shared with the Management for timely corrective actions, if any. Business risks and mitigation plans are reviewed and the internal audit processes include evaluation of all critical and high-risk areas.
The main focus of internal audit is to review business risks, test and review controls, assess business processes besides benchmarking controls with best practices in the industry. Significant audit observations and follow-up actions thereon are reported to the Audit Committee. For ensuring independence of audits, internal auditors report directly to the Audit Committee.
RELATED PARTY TRANSACTIONS :
All transactions entered with Related Parties for the year under review were on arm''s length basis and thus a disclosure in Form AOC-2 in terms of Section 134 of the Act is not required. Further, there are no material related party transactions during the year under review with the Promoters, Directors or Key Managerial Personnel.
All related party transactions are mentioned in the notes to the accounts. All Related Party Transactions are placed before the Audit Committee for approval. Omnibus approval was obtained on a yearly basis for transactions which are of repetitive nature. Transactions entered into pursuant to omnibus approval are verified by the Audit Committee and a statement giving details of all Related Party Transactions are placed before the Audit Committee and the Board for review and approval on a quarterly basis.
The Policy on Related Party Transactions as approved by the Board of Directors has been uploaded on the website of the Company www.sanchayfinvest.in. None of the Directors has any pecuniary relationship or transactions vis-a-vis the Company except remuneration, ESOP and sitting fees.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:
Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act are given in the notes to Financial Statements forming part of the Annual Report
DEPOSITS:
The Company has not accepted any deposits, within the meaning of Section 73 of the Act, read with the Companies (Acceptance of Deposits] Rules, 2014.
PERFORMANCE OF SUBSIDIARY COMPANIES :
The Company has no subsidiaries, therefore not required to provide detail of performance of subsidiary Company. Hence, AOC -1 is not required to be attached to the said report.
CORPORATE GOVERNANCE :
Company is committed to maintain high standards of Corporate Governance to achieve business excellence and strengthen the confidence of all stakeholders. The Company
constantly endeavours to create and sustain long-term value for all its stakeholders including, but not limited to, shareholders, employees, customers, vendors, suppliers, investors and the wider communities that we serve.
Your Company has complied with the mandatory Corporate Governance requirements stipulated under the Listing Regulations. A separate Report on Corporate Governance is annexed as Annexure-III hereto forming part of this report together with the requisite certificate from Ramesh Chandra Mishra & Associates, Practicing Company Secretary as stipulated under the Listing Regulations
BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) COMPOSITION:
The Company''s Board of Directors consists of distinguished individuals with proven competence and integrity. Besides strong financial acumen, strategic astuteness, experience and leadership qualities, they have a significant degree of dedication to the Company and invest adequate time to Meetings and preparation. In terms of requirement of Listing Regulations, 2015, the Board has defined fundamentals, skills, expertise and competencies of the Directors in the context of the Company''s business for effective functioning and how the current Board of Directors is fulfilling the required skills and competences. As of March 31, 2024 the Board Comprises of Six [6] Directors, out of which Two (2] is Executive Director and five (4] are Non-Executive Directors (including one Woman Director).
As on the date of this Report, following are the Key Managerial Personnel of your Company in accordance with the provisions of Section 2(51) read with Section 203 of the Act:
|
SR. NO. |
NAME OF DIRECTOR |
CATEGORY |
DESIGNATION |
|
1 |
Mr. Nikhil Saran Mathur |
Non Executive, Independent Director |
Independent Director |
|
2 |
Mr. Narottam Kumar Nandlal Sharma |
Non Executive, NonIndependent Director |
Director |
|
3 |
Mr. Naresh Kumar Nandlal Sharma |
Promoter, Executive Director |
Managing Director |
|
4 |
Mr. Sureshkumar Nandlal Sharma |
Non Executive, NonIndependent Director |
Director |
|
5 |
Mr. Sarthak Naresh Sharma |
Executive Director |
Whole time Director |
|
7 |
Mrs. Sushama Anuj Yadav1 |
Non Executive- Independent Director |
Independent Director |
|
8 |
Mrs. Neha Milan Shah |
Chief Financial Officer and Company Secretary and Compliance Officer |
Chief Financial Officer and Company Secretary and Compliance Officer |
Appointment/ Re-appointment:
The Board of Directors at its meeting held on 6th December, 2024 subject to approval of shareholders :
1. Approved the appointment of Mr. Milan Meghnad Shah (DIN: 02964070] as NonExecutive Independent Director for the period of Five (5] years commencing from w.e.f. 6th December, 2024 to 5th December, 2029 at 33rd Annual General Meeting scheduled to be held on September 28, 2023.
Resolution seeking shareholdersâ approval for their appointment along with other required details are provided as an Annexure- A to Notice of the Annual General Meeting.
Directors Retiring by Rotation:
In accordance with the provisions of Section 152 of the Act and the Company''s Articles of Association, Mr Naresh Kumar Nandlal Sharma (DIN: 00794218] Managing Director , Director retires by rotation at the forthcoming Annual General Meeting ("AGM"] and being eligible, has sought re-appointment. Based on recommendation of the Nomination and Remuneration Committee, the Board of Directors has recommended their reappointment and the matter is being placed for seeking approval of members at the ensuing Annual General Meeting of the Company.
Pursuant to Regulation 36 of the Listing Regulations read with Secretarial Standard-2 on General Meetings, necessary details of Mr Naresh Kumar Nandlal Sharma (DIN: 00794218] Managing Director are provided as an Annexure-A to the Notice of the Annual General Meeting. None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164(2] of the Companies Act, 2013 and Rule 14(1] of the Companies (Appointment and Qualification of Directors] Rules, 2014.
Cessations:
During the year under review there were no Cessations.
Key Managerial Personnel:
During the year under review there were no Changes in Key Managerial Personnel. Declarations by Independent Directors:
All Independent Directors of the Company have given declarations that they meet the conditions of independence as laid down under Section 149(6] of the Act and Regulation 16(1] (b] of the Listing Regulations. In the opinion of the Board, the Independent Directors fulfill the said conditions of independence. The Independent Directors have also confirmed that they have complied with the Companyâs Code of Business Conduct & Ethics.
The Ministry of Corporate Affairs ("MCA"] vide Notification Number G.S.R. 804(E] dated October 22, 2019 and effective from December 01, 2019 has introduced the provision relating to inclusion of names of Independent Directors in the Data Bank maintained by
Indian Institute of Corporate Affairs (IICA). All Independent Directors of the Company are registered with IICA.
In the opinion of the Board possess the requisite integrity, experience, expertise, proficiency and qualifications.
NUMBER OF MEETINGS OF THE BOARD :
The Board meets at regular intervals to discuss and decide on business policies and strategies. The Board exhibits strong operational oversight with regular business presentations at Meetings. The Board Meetings are prescheduled to help them plan their schedules and ensure meaningful participation. Only in the case of special and urgent business, should the need arise, of the Board''s approval taken by passing resolutions through circulation, as permitted by law, which are confirmed in the subsequent Board meeting. The agenda for the Board Meetings includes detailed notes on the items to be discussed to enable the Directors to take informed decisions. During the Financial Year 2023-24, Six (6] Meetings of the Board of Director were conducted. The details of Board Meetings and the attendance of the Directors at such meetings are also provided in the Corporate Governance Report, which forms part of this Annual Report. The intervening gap between the meetings was within the prescribed period under the Companies Act, 2013 and the Listing Regulations.
|
Sr. No |
Date |
Board Strength |
No. of. Directors Present |
|
1 |
29th May, 2023 |
6 |
6 |
|
2 |
14th August, 2023 |
6 |
6 |
|
3 |
1st September, 2023 |
6 |
6 |
|
4 |
8th September, 2023 |
6 |
6 |
|
5 |
11th November, 2023 |
6 |
6 |
|
6 |
14th February, 2024 |
6 |
6 |
PERFORMANCE OF THE BOARD AND COMMITTEES :
During the year under review, the performance of the Board & Committees and
Individual Director(s) based on the below parameters was satisfactory:
(i) All Directors had attended the Board meetings;
(ii) The remunerations paid to Executive Directors are strictly as per the Company and industry policy.
(iii) The Independent Directors only received sitting fees.
(iv) The Independent Directors contributed significantly in the Board and committee deliberation and business and operations of the Company and subsidiaries based on their experience and knowledge and Independent views.
(v) The Credit Policy, Loan Policy and compliances were reviewed periodically;
(vi) Risk Management Policy was implemented at all critical levels and monitored by the Internal Audit team who places report with the Board and Audit committee.
POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION:
The policy of the Company on directors appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Sub section [3] of Section 178 of the Companies Act, 2013, adopted by the Board and are stated in this Board report. We affirm that the remuneration paid to the directors is as per the terms laid out in the nomination and remuneration policy of the Company.
COMPOSITION OF BOARD COMMITTEES:
Currently, the Board has Three Committees: 1] Audit Committee, 2] Nomination and Remuneration Committee, 3] Stakeholders Relationship Committee,
A detailed note on the Board and its Committees is provided under the Corporate Governance Report in Annexure-III that forms part of this Annual Report.
DIRECTORS'' RESPONSIBILITY STATEMENT:
To the best of knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 134(3) (c) of the Act:
(i) That in the preparation of the accounts for the financial year ended 31st March, 2024, 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, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(iv) That the Directors have prepared the accounts for the financial year ended 31st March 2024 on a ''going concern'' basis.
(v) The internal financial controls are laid and have been followed by the company and that such controls are adequate and are operating effectively. Such controls means controls and policies and procedures adopted and adhered by the company for orderly and efficient conduct of the business for safeguarding assets, prevention and detection of frauds and errors and maintenance of accounting records and timely preparation of financial statements and review its efficiency.
(vi) 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.
BOARD EVALUATION:
Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has carried out an annual evaluation of its own performance and that of its Committees as well as performance of all the Directors individually, including Independent Directors, Managing Director, Chief Financial Officer and Executive Directors.
Feedback was sought by way of a structured questionnaire covering various aspects of the Boardâs functioning such as adequacy of the composition of the Board and its Committees, Board Culture, Execution and Performance of Specific Duties, Obligations and Governance and the evaluation was carried out based on responses received from the Directors. The performance evaluation of Committees was based on criteria such as structure and composition of Committees, attendance and participation of member of the Committees, fulfilment of the functions assigned to Committees by the Board and applicable regulatory framework, frequency and adequacy of time allocated at the Committee Meetings to fulfill duties assigned to it, adequacy and timeliness of the Agenda and Minutes circulated, comprehensiveness of the discussions and constructive functioning of the Committees, effectiveness of the Committeeâs recommendation for the decisions of the Board, etc.
The performance evaluation of Independent Directors was based on various criteria, inter-alia, including attendance at Board and Committee Meetings, skill, experience, ability to challenge views of others in a constructive manner, knowledge acquired with regard to the Company''s business, understanding of industry and global trends etc
The performance evaluation of the Directors and Committees was completed during the year under review. The Independent Directors of the Company have held one meeting during the year without the presence of Non-Independent Directors and members of the management to review the performance of Non-Independent Directors and the Board of Directors as a whole.
The Board of Directors expressed their satisfaction with the evaluation process.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
Loans, Guarantees and Investments covered under section 186 of the Companies Act, 2013 form part of the notes to the financial statements provided in this Annual Report
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS :
No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companyâs operations in future.
ENVIRONMENT, HEALTH AND SAFETY :
The Company ensures strict compliance with all the statutory requirements. The
focus continues on water and energy conservation, increasing the proportion of green energy in the overall energy consumption and reduction in generation of waste. The Company has robust environment management system in place to ensure all environmental risks and opportunities associated with our operations are taken care.
The safety culture is a journey and management through frequent communication and training is strengthening the safety culture across the Organization and keep reinforcing the discipline. We are also committed to provide a safe & healthy work environment across all the manufacturing plants and offices. The management have put in place strong processes and procedures across all the plants and have systems to continuously monitor its adherence. The Companyâs plants continue to improve well-being of its personnel by organising occupational health examination, periodic health check-ups and workplace monitoring.
VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Vigil Mechanism as envisaged in the Companies Act, 2013, the Rules prescribed thereunder and the Listing Regulations is implemented through the Companyâs Whistle Blower Policy to enable the Directors, employees and all stakeholders of the Company to report genuine concerns, to provide for adequate safeguards against victimisation of persons who use such mechanism and make provision for direct access to the Chairman of the Audit Committee. The Whistle Blower Policy has been posted on the website of the Company at www.sanchayfinvest.in .
During the financial year under review, no complaints were received under the Whistle Blower Policy / Vigil mechanism
AUDITORS AND REPORTS:
Statutory Auditor & their Audit Report for the year ended March 31, 2024:
M/S. V. R. Bhabhra & Co, Chartered Accountants (FRN No. 112B61W] were appointed as Statutory Auditors of the Company for a period of five consecutive years at the Annual General Meeting [AGM] of the Members held on held on September 29, 2022 But due to non-receipt of renewed peer review certificate the Statutory Auditors has resigned from the Company w.e.f. 13th June, 2024;
M/s Jain Jagawat Kamdar & Co. Chartered Accountants (FRN No. 122 530W)
were appointed as a Statutory Auditors of the Company for a period of five consecutive years at the Extraordinary General Meeting (EGM) held on 24th September, 2024;
The Auditors'' Report on the Financial Statement for the year ended March 31, 2024, is unmodified i.e., it does not contain any qualification, reservation, adverse remark or disclaimer and notes thereto are self-explanatory and do not require any explanations.
Secretarial Auditor & their Audit Report for the year ended March 31, 2024 :
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 had appointed Ramesh Chandra Mishra & Associates, Company Secretary in practice (Membership No.: 5477 Certificate of Practice No. 3987], Secretarial Auditor to undertake the Secretarial Audit of the Company for the Financial Year ended March 31, 2024.
The Secretarial Audit Report is included as Annexure-II and forms an integral part of this Report. The Secretarial Audit Report contain the qualifications, reservations, adverse remarks or disclaimer as provided in the Annexure-II. During the year under review, the Secretarial Auditor had not reported any fraud under Section 143(12] of the Act and therefore no details are required to be disclosed under Section 134 (3](ca] of the Act.
Cost Auditor:
During the year under review, Cost Audit is not applicable to the Company. Reporting of Fraud :
During the year under review, the Statutory Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its officers or employees to the Audit Committee under Section 143(12] of the Act, details of which need to be mentioned in this Report.
ANNUAL RETURN:
In terms of Section 92(3] of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration] Rules, 2014, the Annual Return of the Company is available on the website of the Company at www.sanchayfinvest.in.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Pursuant to Regulation 34 read with Schedule V to Listing Regulations, Management Discussion and Analysis Report, capturing your Company''s performance, industry trends and other material changes with respect to your Companyâs and its subsidiaries, wherever applicable, for the year under review is presented in a separate section given as Annexure-1 forming part of this Annual Report.
DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITIONS REDRESSAL) ACT 2013:
The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal] Act, 2013 (POSH] and the rules made thereunder. The Policy aims to provide protection to employees at workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working
environment, where employees feel secure.
All women employees whether permanent, temporary or contractual are covered under the above policy. The said policy has been uploaded on the internal portal of the Company for information of all employees. An Internal Complaint Committee (ICC] has been set up in compliance under POSH.
The Company has revisited the Internal Complaints Committee members and emphasised on the roles and responsibilities expected from the members. The Company continuously invests in enhancing the awareness on the Policy across its workforce.
During the year under review, there was no complaint of discrimination and harassment including sexual harassment received by the committee.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
The details of conservation of Energy, Technology Absorption are not applicable in the case of the company. However the company took adequate steps to conserve the Energy and used the latest technology.
FOREIGN EXCHANGE (inflow/outflow):
During the year under review there were no foreign Exchange Earnings. The Foreign Exchange out go is Nil.
SECRETARIAL STANDARDS COMPLIANCES :
During the year under review, the Company has complied with all the applicable Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government pursuant to Section 118 of the Companies Act, 2013.
GREEN INITIATIVES:
Your Company has adopted a green initiative to minimize the impact on the environment. In commitment to keep in line with the Green Initiatives and going beyond it, electronic copy of the Notice of 33rd Annual General Meeting of the Company including the Annual Report for Financial Year 2023-24 are being sent to all Members whose e-mail addresses are registered with the Company / Depository Participants]/RTA.
BANK AND FINANCIAL INSTITUTIONS:
Directors are thankful to their bankers for their continued support to the company. CAUTIONARY STATEMENT:
Statements in this Directors'' Report and Management Discussion and Analysis Report describing the Companyâs 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 from those expressed or implied. Important factors that could make difference to the Company''s operations include raw materials availability and its prices, cyclical demand and pricing in the Companyâs principal markets, changes in Government regulations, Tax regimes, economic developments within India and the countries in which the Company conducts business and other ancillary factors.
ACKNOWLEDGEMENT:
The Board of Directors places on record its sincere appreciation for the dedicated services rendered by the employees of the Company at all levels and the constructive cooperation extended by them. Your Directors would like to express their grateful appreciation for the assistance and support by all Shareholders, Government Authorities, and Auditors, financial institutions. Customers, employees, suppliers, other business associates and various other stakeholders.
By Order of Board of Directors
For Sanchay Fin vest Limited Sd/-
Naresh Kumar Nandlal Sharma
Place : Indore (Managing Director)
Date : 6/12/2024 DIN: 00794218
Mrs. Sushama Anuj Yadav was appointed as Additional Director w.e.f. 14/08/2023. Mrs. Sushama Anuj Yadav has resigned from the company w.e.f. 09/07/2024.
Mar 31, 2012
Dear shareholders,
The directors have pleasure in submitting the Annual report and
Audited accounts of the company for the financial year ended 31st
march, 2012.
Financial Performance.
The company has incurred a Loss of Rs 16.18 lakhs as compared to the
previous year''s Profit of Rs 11.51 lakhs due to adverse market
conditions and other unavoidable extreme situations which prevented
your company from doing its normal broking business due to SEBI order
and other legal litigations, during the year under preview but the
directors are hopeful of achieving much better results and performance
in future.
PARTCULARS YEAR ENDED
31-03-2012 YEAR ENDED
31-03-2011
(Rupees in
Lacs) (Rupees in
Lacs)
Turnover 13.30 262.73
Profit after Interest but (11.89) 17.01
before Depreciation & Tax
Depreciation 4.29 5.50
Profit Before Tax (16.18) 11.51
Provision for Current Tax NIL NIL
Provision for Deferred Tax (0.21) (0.38)
Profit After Tax (15.97) 11.89
Prior year tax adjustment NIL NIL
Balance of profit B/f (16.05) (27.94)
Balance Carried Forward (32.02) (16.05)
to Balance Sheet
Personnel and industrial relations.
The company has not paid any remuneration attracting the provisions of
Companies (particular of employees) rules, 1075 read with section 217
(2A) of the companies act, 1956. No information is therefore, required
to be appended to this report in this regard.
Dividend.
The directors have decided to conserve the reserves and hence, and
hence no dividend is declared for the year in view of loss.
Fixed Deposit
The company has not accepted deposits from the public during the year
under review. There are no overdue deposits for repayment on the date
of this report.
Directors Responsibility Statement
Pursuant to requirement under section 217(2A) of the companies act,
1956 with respect to the directors responsibility statement, it is
hereby confirmed ;
That in the preparation of the accounts for the financial year ended
31st march, 2012, the applicable accounting standards have been
followed along with the proper explanation relating to material
departures.
That the directors have selected such accounting policies and applied
them consistently and made judgment 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 or
loss of the company for the year under review.
That the directors have taken proper and sufficient care for
maintenance of the adequate accounting records in accordance with the
companies act, 1956 for safeguarding assets of the company for
preventing and detecting fraud and other irregularities.
That the directors have prepared the accounts for the financial year
ended 31st March 2012 on a going concern basis
Your management is feeling immense pleasure in informing you that SEBI
vide its order dated 16th March, 2012 have revoked their earlier
interim ex-parte order dated 02nd December , 2010 against your company
and have given clean chit in all allegations made by them after the
investigation of the matter. Your management is expecting the normal
business scenario and is trying its level best to bring the normalcy in
its core business of broking as early as possible.
Auditors
M/S. V. R. Bhabhara and Co. Chartered accountants, the auditors of the
company hold office till conclusion of the ensuing Annual General
Meeting and being eligible their re- appointment for a period of one
year till the next Annual General Meeting is recommended.
Conservation Of Energy, Technology Absorption and Foreign Exchange
There is no information to be disclosed in accordance with the
provisions of section 217 ( 1 ) ( e ) of the companies Act, 1956 read
with the companies ( Disclosures of particulars in the report of the
Board of Directors ) rules, 1988 regarding conservation of energy,
technology absorption and foreign exchange and outgo.
Corporate Governance Code
A report as per the requirement of clause 49 of the listing agreement
on the Corporate Governance Practices followed by the company and the
Auditors Certificate on Compliance of mandatory requirements along with
Management Discussions and Analysis is given as an annexure to this
report.
Acknowledgement
Your Directors take this opportunity to place their appreciation of the
Company''s Clients, Vendors , bankers and investors for their continued
support during the year. The Directors also take this opportunity to
record their deep sense of gratitude to the Financial Institutions,
Banks Central state Government Authorities for their guidance and
support. The Directors also appreciate the perseverance and
contribution made by the employees at all levels who through their
proficiency hard work and support have enabled to realize better
performance and look forward to their prolonged support in the future
as well. Your Directors are deeply grateful for the confidence and
faith shown by all shareholders of the company.
Place : Mumbai For and on behalf of the Board
Naresh Sharma
Date : 27th August, 2012 Director
Mar 31, 2011
Dear shareholders,
The directors have pleasure in submitting the Annual report and
Audited accounts of the company for the financial year ended 31st
march, 2011.
Summarized Financial Results:.
PARTCULARS YEAR ENDED 31-03-2011 YEAR ENDED 31-03-2010
(Rupees in Lacs) (Rupees in Lacs)
Income for the year 314.20 101.40
Expenditure 302.69 142.11
Profit Before Tax 11.51 (40.70)
Balance of profit B/f 16.05 27.94
The Year Under Review
There has been an improvement in the performance of the company during
the year under review and compared to the loss incurred in the previous
year the company has earned a profit of 11.51 lakhs compared to the
previous year.
Dividend
The Board of Directors of your company are of the view that financial
resources of the Company be conserved and judiciously utilized for
further growth of your Company. The Board therefore decided not to
recommend any dividend for the year 2010-2011.
Fixed Deposit
During the year 2010 - 2011, the Company has not accepted any deposits
in terms of Section 58A of the Companies Act, 1956 read with the
Companies (Acceptance of Deposits) Rules, 1975. There are no overdue
deposits for repayment on the date of this report.
Directors Responsibility Statement
Pursuant to requirement under section 217(2A) of the companies act,
1956 with respect to the directors responsibility statement, it is
hereby confirmed;
1) That in the preparation of the accounts for the financial year ended
31st March, 2011; the applicable accounting standards have been
followed along with the proper explanation relating to material
departures.
2) That the directors have selected such accounting policies and
applied them consistently and made judgment 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 or loss of the company for the year under review.
3) That the directors have taken proper and sufficient care for
maintenance of the adequate accounting records in accordance with the
companies act, 1956 for safeguarding assets of the company for
preventing and detecting fraud and other irregularities.
4) That the directors have prepared the accounts for the financial year
ended 31st March 2011 on a going concern basis
AUDITORS
M/S. V. R. Bhabhara and Co. Chartered accountants, the auditors of the
company hold office till conclusion of the ensuing Annual General
Meeting, and being eligible, offer themselves for re- appointment for a
period of one year till the next Annual General Meeting is recommended.
The Company has received a certificate from them under section 224(1B)
of Companies Act, 1956
AUDITORS REPORT
The Auditors have not made any qualification to the financial
statement, in their reports or relevant notes on accounts, which are
self explanatory and do not call for any comments under section 217(3)
of the companies Act, 1956.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
There is no information to be disclosed in accordance with the
provisions of section 217 ( 1 ) ( e ) of the companies Act, 1956 read
with the companies ( Disclosures of particulars in the report of the
Board of Directors ) rules, 1988 regarding conservation of energy,
technology absorption and foreign exchange and outgo.
CORPORATE GOVERNANCE CODE
A report as per the requirement of clause 49 of the listing agreement
on the Corporate Governance Practices followed by the company and the
Auditors Certificate on Compliance of mandatory requirements along with
Management Discussions and Analysis is given as an annexure to this
report.
PERSONNEL AND INDUSTRIAL RELATIONS
The company has not paid any remuneration attracting the provisions of
Companies (particular of employees) rules, 1975 read with section 217
(2A) of the companies act, 1956. No information is therefore, required
to be appended to this report in this regard.
ACKNOWLEDGEMENT
Your Directors take this opportunity to place their appreciation of the
Company''s Clients, Vendors, bankers and investors for their continued
support during the year. The Directors also take this opportunity to
record their deep sense of gratitude to the Financial Institutions,
Banks Central state Government Authorities for their guidance and
support. The Directors also appreciate the perseverance and
contribution made by the employees at all levels who through their
proficiency hard work and support have enabled to realize better
performance and look forward to their prolonged support in the future
as well. Your Directors are deeply grateful for the confidence and
faith shown by all shareholders of the company.
Place : Indore
Date : 1st
September 2011 For and on behalf of the Board
Sd/- Sd/-
Naresh Sharma Narottam Sharma
Managing Director Director
Mar 31, 2010
Dear shareholders,
The directors have pleasure in submitting the Annual report and
Audited accounts of the company for the financial year ended 31st
march, 2010.
Summarized Financial Results:.
PARTCULARS YEAR ENDED
31-03-2010 YEAR ENDED
31-03-2009
(Rupees in
Lacs) (Rupees
in Lacs)
Turnover 101.40 118.18
Profit Before Tax (40.70) (26.05)
Profit After Tax (40.34) (26.75)
Balance of profit B/f 12.41 39.15
The Year Under Review
The company has incurred a loss Rs 40.34 lakhs as compared to the
previous year''s loss of Rs 26.05 lakhs due to adverse market conditions
during the year under preview and the directors are hopeful of
achieving better results in future
Dividend
The Board of Directors of your company are of the view that financial
resources of the Company be conserved and judiciously utilized for
further growth of your Company. The Board therefore decided not to
recommend any dividend for the year 2009-2010.
Fixed Deposit
During the year 2009 - 2010, the Company has not accepted any deposits
in terms of Section 58A of the Companies Act, 1956 read with the
Companies (Acceptance of Deposits) Rules, 1975. There are no overdue
deposits for repayment on the date of this report.
Directors Responsibility Statement
Pursuant to requirement under section 217(2A) of the companies act,
1956 with respect to the directors responsibility statement, it is
hereby confirmed;
1) That in the preparation of the accounts for the financial year ended
31st March, 2010, the applicable accounting standards have been
followed along with the proper explanation relating to material
departures.
2) That the directors have selected such accounting policies and
applied them consistently and made judgment 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 or loss of the company for the year under review.
3) That the directors have taken proper and sufficient care for
maintenance of the adequate accounting records in accordance with the
companies act, 1956 for safeguarding assets of the company for
preventing and detecting fraud and other irregularities.
4) That the directors have prepared the accounts for the financial year
ended 31st March 2010 on a going concern basis
AUDITORS
M/S. V. R. Bhabhara and Co. Chartered accountants, the auditors of the
company hold office till conclusion of the ensuing Annual General
Meeting, and being eligible, offer themselves for re- appointment for a
period of one year till the next Annual General Meeting is recommended.
The Company has received a certificate from them under section 224(1B)
of Companies Act, 1956
AUDITORS REPORT
The Auditors have not made any qualification to the financial
statement, in their reports or relevant notes on accounts, which are
self explanatory and do not call for any comments under section 217(3)
of the companies Act, 1956.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
There is no information to be disclosed in accordance with the
provisions of section 217 ( 1 ) ( e ) of the companies Act, 1956 read
with the companies ( Disclosures of particulars in the report of the
Board of Directors ) rules, 1988 regarding conservation of energy,
technology absorption and foreign exchange and outgo.
CORPORATE GOVERNANCE CODE
A report as per the requirement of clause 49 of the listing agreement
on the Corporate Governance Practices followed by the company and the
Auditors Certificate on Compliance of mandatory requirements along with
Management Discussions and Analysis is given as an annexure to this
report.
PERSONNEL AND INDUSTRIAL RELATIONS
The company has not paid any remuneration attracting the provisions of
Companies (particular of employees) rules, 1975 read with section 217
(2A) of the companies act, 1956. No information is therefore, required
to be appended to this report in this regard.
ACKNOWLEDGEMENT
Your Directors take this opportunity to place their appreciation of the
Company''s Clients, Vendors, bankers and investors for their continued
support during the year. The Directors also take this opportunity to
record their deep sense of gratitude to the Financial Institutions,
Banks Central state Government Authorities for their guidance and
support. The Directors also appreciate the perseverance and contribution
made by the employees at all levels who through their proficiency hard
work and support have enabled to realize better performance and look
forward to their prolonged support in the future as well. Your
Directors are deeply grateful for the confidence and faith shown by all
shareholders of the company.
Place : Indore
Date : 09th September 2010 For and on behalf of the Board
Sd/- Sd/-
Naresh Sharma Narottam Sharma
Managing Director Director
Mar 31, 2001
Your Directors have present Tenth Annual Report together with the
Audited Statement of Accounts of the company for the year ended 31st
March 2001.
1. FINANCIAL RESULTS
(Rs.ln Lacs)
31.03.2001 30.06.2000
(9 Month) (15 Month)
Net Profit/(Loss) Before Tax (70.23) 175.77
Add: Provision for Tax (5.15) 0
Net Profit/(Loss) for the period (75.38) 175.77
Balance brought forward from Previous Year 82.39 (93.38)
Carry Forward 7.01 82.39
2. OPERATIONS
During the period under report, the company suffered net loss of
Rs.70.22 Lacs (P.Y. Profit of Rs. 175.77), which includes Rs.6.07 Lacs
on account of depreciation & other preliminary/pre-operative expenses
etc. Rs.10.88 Lacs on account of provision for NPA as per NBFC norms
and Rs. 32.76 Lacs being toss on sale of investment. The losses are due
to adverse Capital Market conditions.
However, with a net profit of Rs. 127.33 Lacs for the period from 1 st
April 2000 to 30th June 2000 over all net profit for the profit the
financial year 2000-2001 works out to be Rs.57.01 Lacs after above
mentioned provisions for Depreciation, Misc. Expenditures and provision
under NBFC norms.
3. DIVIDEND
Due to loss and growing requirement of fund for the development of
future business activities, your Directors have decided not to
recommend dividend for the period under review.
4. FUTURE OUTLOOK
Under the Future plans, your directors propose to enter into a new
business of Derivative Trading (NSDL) which is a fast growing and high
profit-making sector. Your Directors are hopeful that the entry of your
Company into the new field will significantly add to the bottom line.
Your company plans to start in-house research cell with more focus on
TMT stock. The company will provide investment advisory services to
high net-worth individuals, business houses and companies.
The Internet nas changed the way business is done worldwide. E-Commerce
is the backbone of this change in the life style. Stock Trading on the
internet is still in the nascent stage, so it would be convenient for
your company to make its presence in the market. Your Company intends
to enter in to the field of interest broking. Internet is the vehicle
for growth in this millennium and your company is also going to enter
into this field. Your company is confident of playing a pivotal role in
the interest broking field in the years to come, reinforcing its
position as a leading player.
5. DIVERSIFICATION
Under the diversification plans, your directors propose to enter into a
new business area of Depository Participant, which is a fast growing
and high profit-making sector. Your Directors are hopeful that the
entry of your Company into the new field will significantly add to the
bottom line.
6. DIRECTORS
Shri Narottom Sharma & Shri Sanjay Dangi retire by rotation and being
eligible offers themselves for reappointment.
Shri G.C. Sharma was appointed as an additional director by the board
on 30th November, 2000 and holds office up to the date of forthcoming
Annual General Meeting. Shri N.K.
Sharma was appointed as an additional director by the board on 5th
January, 2001 and holds office up to the date of forthcoming Annual
General Meeting.
The company has received notices from some members under section 257 of
the Companies Act 1956 with requisite security deposit expressing their
intention to move necessary resolutions for their appointment as
directors of the company. The board of directors recommend their
appointment.
Mr. Suresh Sharma is a proposed to be appointed as a whole time
Director of the Company w.e.f. from 24th September, 2001 at a monthly
salary of Rs. 15000/- & on the terms and condition contained in the
resolution in the notice of AGM.
Mr. D.S. Sancheti has resigned from the Board of Directors of the
Company and his resignation has been accepted by the Board of Directors
of the Company w.e.f. 1 st August, 2001.
7. DIRECTORS RESPONSIBILITY STATEMENT
As stipulated in Section 217 (2AA) of Companies Act, 1956, your
Directors subscribe to the
"Directors' Responsibility Statement" and confirm as under:
i) that in the preparation of the annual accounts, 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 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;
iii) that the directors have taken proper and sufficient care of 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 irregularities;
iv) that the directors have prepared the annual accounts on a going
concern basis.
8. DISQUALIFICATION OF DIRECTORS
The directors place on record in written representation that none of
the directors is disqualified as on 31.03.2001 from being appointed as
a Director in terms of clause (g) of sub-section (1) of section 274 of
the Companies Act, 1956.
9. AUDITORS
M/S Prakash Wohra & Company, Chartered Accountants, the statutory
auditors of the Company who hold office until the conclusion of the
forthcoming Annual General Meeting, being eligible, offer themselves
for reappointment, if made, would be within the prescribe limits under
Section 224 (1B) of the Companies Act, 1956. Member are requested to
re-appoint them as Auditors and to fix their remuneration.
10. LISTING & LISTING FEES
The equity shares of the company are listed on the Madhay Pradesh Stock
Exchange, The Stock Exchange, Mumbai and the Hyderabad Stock Exchange.
The Lisitng Fees for the year 2001-2002 have been duly paid to all
theses Stock Exchanges in time. Corporate Governance - Since the paid
up capital of the company is only Rs.3.15 Cores, the guidelines of
corporate governance will be effective from the Financial year
2002-2003.
11. SHARE TRANSFER AGENT
Your Company has appointed M/S ANKIT CONSULTANCY PVT. LTD. as Share
Transfer Agent. Shareholder are requested to please direct their
correspondence relating to their Shareholding to M/S. Ankit Consultancy
Pvt. Ltd.
12. DEMATERIALIZATION OF SHARES
Your Directors propose to enter into agreement(s) with National
Securities Depository Limited (NSDL) and Central Depository Service
(India) Limited (CDSL) for dematerializa-tion of its securities.
13. TECHNOLOGY ABSORPTION, R & D AND FOREIGN EXCHANGE
The provision of Sec. 217 (1) (e) of the Companies Act, 1956 with
regard to conservation of energy and technology absorption are not
applicable to the company. The Company has neither incurred any
expenditure nor earned any income in foreign exchange during the period
under review.
14. REGISTRATION AS NBFC
The Company has been granted certificate of Registration u/s 451 A of
the Reserve Bank of India Act 1934.
15. FIXED DEPOSITS
The Company has not accepted any public deposit and, as such, no amount
of principal or interest was outstanding on the date of Balance Sheet.
16. HRD INITIATIVES
Your Directors want to place on record their appreciation for the
contribution made by employees at all levels. It is the endeavour of
the company to create in its employees a sense of belonging and an
environment that promotes openness, creativity and innovation. All our
manpower initiatives are implemented with the aim of maximizing
productivity and aligning organizational needs with employees
aspirations. There is no employee drawing remuneration in excess of
the limit prescribed in companies (particulars of employees) Rules,
1975 as amended.
17. ACKNOWLEDGEMENT
The Directors wish to thank the valuable customers, bankers, central
and state governments for their continued supports. Your Directors also
wish to place on record their appreciation for the contributions made
by the employees at all levels whose continued commitment and
dedication helped the company. Finally your directors also would like
to express their sincere and whole hearted gratitude to all of you for
the faith & co-operation.
For and on behalf of the Board of Directors
Place : Indore Narottam Kumar Sharma
Date : 24th September, 2001 Chairman
Mar 31, 1999
The Directors have pleasure in presenting the Eighth Annual Report and
audited Accounts of the Company for the financial year ended 31st March
1999.
FINANCIAL RESULTS [Rs. in Lacs]
31.3.99 31.3.98
Net Loss for the year 25.00 23.45
Add : Balance brought forward 68.37 35.92
Add : Taxation relating to earlier year 0.01 9.00
Balance carried to Balance Sheet 93.38 68.37
DIVIDEND
In view of losses, the Directors regret their inability to recommend any dividend for the year.
OPERATIONS :
During the year under report, the company suffered net loss of Rs.25.00
lacs, which includes Rs.7.43 lacs on account of depreciation & other
preliminery/pre-operative expenses etc. and Rs. 1.87 lacs being loss on
sale of investments. The losses are due to adverse capital market
condition.
REGISTRATION AS NBFC :
The company has been granted certificate of Registration U/s.451A of The Reserve Bank of India Act 1934.
DIRECTORS :
Shri I.S. Mehta retire by rotation and being eligible, offers himself
for re-appointment. During the year under review, Shri S.M. Vora resigned from the office of Director. The Board places on record its
appreciation for services rendered by him.
AUDITORS :
M/s. Prakash Wohra & Co., Chartered Accountants and Statutory Auditors
of the Company, retire at the forthcoming annual general meeting and are
eligible for re-appointment.
CONSERVATION OF ENERGY AND TECHNICAL ABSORPTION :
The provisions of section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosures of particulars in the Report of the Board of Directors) Rules, 1988 do not apply to the Company, since it is not a manufacturing Company.
FOREIGN EXCHANGE EARNINGS AND OUTGO :
The Company has not incurred any expenditure or earned any income in
foreign exchange during the year.
PUBLIC DEPOSITS :
During the year, the company did not accept public deposits within the
meaning of section 58-A of the Companies Act, 1956 and the rules made
thereunder.
Y2K COMPLIANCE :
NSE operations are Y2K compliant and the work relating to share department is computerised which is entrusted to an approved share transfer agency and they are also fully Y2K compliant. Hence the company does not forsee any risk on this account.
PERSONNEL :
The relations with the employees continues to be cordial. The Directors wish to place on record their appreciation of the dedicated
services rendered by the employees at all levels.
None of the employees of the Company is covered under section 217(2A)
of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules 1975 and amendments thereto from time to time.
Mar 31, 1998
The Directors have pleasure in presenting the Seventh Annual Report and
audited Accounts of the Company for the financial year ended 31st March, 1998.
FINANCIAL RESULTS
(Rs. in Lacs)
31.3.98 31.3.97
Net Loss for the year 23.45 38.50
Add : Balance brought forward 35.92 (2.61)
Add : Taxation relating to earlier year 8.99 0.03
Balance carried to Balance Sheet 68.36 35.92
DIVIDEND
In view of losses, the Directors regret their inability to recommend any dividend for the year.
OPERATIONS
Due to adverse market conditions, the company suffered net loss of Rs.
23.45 lacs, which includes Rs. 4.25 lacs towards provisions required to
be made under Non Banking Financial Companies Directions 1998 and Rs.
9.06 lacs on account of depreciation & other preliminary/pre-operative
expenses etc. Diminution in value of inventories has further resulted
in losses of Rs. 3.69 lacs. As such cash loss is Rs. 6.45 lacs only.
The future prospects of capital market is still not encouraging but the
management is hopeful to cover the deficiencies to some extent.
REGISTRATION AS NBFC :
The Company has been granted certificate of Registration U/s. 451A of
The Reserve Bank of India Act, 1934.
SUBSIDIARY COMPANY :
During the year under review also, the subsidiary company D.S. Sancheti
Finance Corporation Limited has performed well. The company has been
granted certificate of registration by Reserve Bank of India U/s. 451(A) of RBI Act, 1934.
A statement pursuant to section 212 of the Companies Act, 1956 in respect of the subsidiary of the Company is attached to the accounts of
the company.
DIRECTOR :
Shri M. S. Birani retires by rotation and being eligible, offers himself for re-appointment.
AUDITORS :
M/s. Prakash Wohra & Co., Chartered Accountants and Statutory Auditors
of the Company, retire at the forthcoming annual general meeting and are eligible for re-appointment.
CONSERVATION OF ENERGY AND TECHNICAL ABSORPTION :
The provisions of section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosures of particulars in the Report of the Board of Director) Rules, 1988 do not apply to the Company, since it is not a manufacturing Company.
FOREIGN EXCHANGE EARNINGS AND OUTGO :
The Company has not incurred any expenditure or earned any income in
foreign exchange during the year.
PUBLIC DEPOSITS :
During the year, the company did not accept public deposits within the
meaning of section 58-A of the Companies Act, 1956 and the rules made
thereunder.
PERSONNEL :
Relations between the management and the employees were cordial. The
Directors wish to place on record their appreciation of the dedicated
services rendered by the executives and staff members of the company.
None of the employees of the Company is covered under section 217(2A)
of the Companies act, 1956 read with the Companies (Particulars of
Employees) Rules 1975 and amendments thereto from time to time.
Mar 31, 1997
Dear Members,
DIRECTORS' REPORT TO THE SHARE HOLDERS
Your Directors have pleasure in presenting the Sixth Annual Report and
audited Accounts of the Company for the financial year ended 31st March
1997.
FINANCIAL RESULTS
[Rs. in lacs]
31.3.97 31.3.96
------- -------
Profit/(Loss) before tax (38.50) 40.83
Deduct : Provision for taxation Nil 10.03
Add: Balance brought forward 2.61 1.62
Less : Taxation relating to earlier year 0.03 0.91
Amount available for appropriation (35.92) 31.51
------- -------
APPROPRIATIONS:
Proposed Dividend
(Subject to deduction of tax) - 18.90
Transfer to General Reserve - 10.00
Balance carried to Balance Sheet (35.92) 2.61
------- -------
(35.92) 31.51
------- -------
DIVIDEND
In view of losses, the Directors regret their inability to recommend
any dividend for the year.
OPERATIONS:
Due to complete melt down of values of small and mid cap stocks in the
markets and other changes in policies relating to capital market by
SEBI, Finance Ministry and Stock Exchanges, the company even could not
perform well in the field of Merchant Banking too.
With a view to correctly reflect the market conditions and in keeping
with level of transparency the management has decided to write down the
entire port folio held as stock-in-trade to cost or market price
whichever is lower and the same has resulted in to losses of Rs.22.37
lacs only.
EXPANSION & DIVERSIFICATION:
Though the future prospects of capital market is still not encouraging,
but volume on NSE terminal is being increased gradually and the
management is hopefull to cover the deficiencies to some extent.
Further as already informed, an wholly owned subsidiary company has
already commenced fund based activities and have shown encouraging
results.
SUBSIDIARY COMPANY:
During the year under review, the subsidiary company D.S. Sancheti
Finance Corporation Limited has performed well and could pay an interim
dividend @ 5%. The company has already applied for registration as NBFC
from Reserve Bank of India.
A statement pursuant to section 212 of the Companies Act 1956 in
respect of the subsidiary of the company is attached to the accounts of
the company.
PROMISE Vs. PERFORMANCE:
(In terms of clause 43 of listing Agreement)
The loss of Rs.38.50 lacs after considering diminution in the value of
stock in trade as compared to a profit of Rs.247.11 lacs projected in
the prospectus issued in July 1994, was mainly due to adverse market
conditions and change in policies related to Capital Market.
DIRECTOR:
Shri S.M. Vora retire by rotation and being eligible, offer himself for
re-appointment.
AUDITORS:
M/s. Prakash Wohra & Co., Chartered Accountants and Statutory Auditors
of the Company, retire at the forthcoming Annual General Meeting and
are eligible for re-appointment.
CONSERVATION OF ENERGY AND TECHNICAL ABSORPTION:
The provisions of section 217(1)(e) of the Companies Act, 1956 read
with the Companies (Disclosures of particulars in the Report of the
Board of Director) Rules, 1988 do not apply to the Company, since it is
not a manufacturing Company.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Company has not incurred any expenditure or earned any income in
foreign exchange during the year.
PUBLIC DEPOSITS:
During the year, the company did not accept public deposits within the
meaning of section 58-A of the Companies Act, 1956 and the rules made
thereunder.
PERSONNEL:
Relations between the management and the employees were cordial. Your
Directors wish to place on record their appreciation of the dedicated
services rendered by the executives and staff members of the company.
None of the employees of the Company is covered under section 217(2A)
of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules 1975 and amendments thereto from time to time.
ACKNOWLEDGEMENT:
The Directors wish to place on record their appreciation of the sincere
co-operation, the company has received from Bankers and Shareholders.
Mar 31, 1996
Your Directors have pleasure in presenting the Fifth Annual
Report and audited Accounts of the Company for the financial
year ended 31st March 1996.
DIVIDEND
The Directors recommend payment of a dividend of 6% i.e.
Rs.0.60 per share, subject to deduction of tax, for the year
ended 31st March, 1996, to all those shareholders whose
names appear on the Register of Members as on 23rd
September, 1996 which, if declared at the forthcoming Annual
General Meeting, will absorb Rs.18.90 lacs.
OPERATIONS
As reported last year, the Company has been granted
membership of National Stock Exchange as Trading Member on
Capital Market segment and have commenced trading operations
w.e.f. 30th August, 1995. The Company has been given OTCEI
sponser membership also under which the Company has
successfully managed one public issue. Merchant Banking
activities are also being carried out and few more public
issues are in process in various capacities. The Company
has already installed Reuter International online link which
enables the Company end its prospective customers to know
latest and real time finance & business informations
instantly. It also gives current quotations from major
stock exchanges, bullion & foreign currency rates, and other
news as well. In addition, the Company is still engaged in
primary market operations also.
EXPANSION & DIVERSIFICATION:
In view of the present state of affairs, the future outlook
does not seem to be encouraging. However the management is
exploring various options for expanding the area of
activities of the Company's operations for which the Company
has already taken effective steps and have formed an wholly
owned subsidiary Company to carry out fund based activities
also.
SUBSIDIARY COMPANY:
As mentioned in earlier para, the Company has made an
investment of Rs.1,80,60,100/- in D.S. Sancheti Finance
Corporation Limited, a wholly owned subsidiary Company which
in turn has commenced finance & investment business. The
Company has received a sum of Rs.4,45,268/- as interim
dividend from such subsidiary Company during the year under
report.
Further as required under section 212 of the Companies Act,
1956, a statement relating to Company's interest and the
audited statements of accounts alongwith the report of Board
of Directors of such subsidiary Company and respective
Auditor's Report thereon for the year ended 31st March 1996
are annexed.
PROMISE Vs. PERFORMANCE:
(In terms of clause 43 of listing Agreement)
The Company came out with its maiden public issue in August
1994. Prior to that, there was a prime period for primary
market, but subsequent changes in policies, relating to
capital market by SEBI, Finance Ministry and Stock
Exchanges, have turned it to be stand still and the Company
could not perform as envisaged in the period under report.
However it has tried to recover the deficit to some extent
from other activities and the final results are as under:
31.3.1996 (Rs. in lacs)
Particulars Projections Actuals
----------- ----------- -------
Total Income 349.94 89.38
Net Profit After Tax 162.04 30.80
E.P.S. (Rs.) 5.14 0.98
DIRECTOR:
Shri I.S. Mehta retire by rotation and being eligible, offer
himself for re-appointment.
AUDITORS:
M/s. Prakash Wohra & Co., Chartered Accountants, end
Statutory Auditors of the Company, retire at the forthcoming
annual general meeting and are eligible for re-appointment.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:
The provisions of section 217(1)(e) of the Companies Act,
1956 read with the Companies (Disclosures of particulars in
the Report of the Board of Director) Rules, 1988 do not
apply to the Company, since it is not a manufacturing
Company.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Company has not incurred any expenditure or earned any
income in foreign exchange during the year.
PUBLIC DEPOSITS:
During the year, the company did not accept public deposits
within the meaning of section 58-A of the Companies Act,
1956 and the rules made thereunder.
PERSONNEL:
Relations between the management and the employees are
cordial. Your Directors wish to place on record their
appreciation of the dedicated services rendered by the
executives and staff members of the company.
None of the employees of the Company is covered under
section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules 1975 and
amendments thereto from time to time.
ACKNOWLEDGEMENT:
The Directors wish to place on record their appreciation of
the sincere co-operation, the company has received from
Bankers and Shareholders.
Mar 31, 1995
DEAR MEMBERS,
The Directors have pleasure in placing before you the Fourth
Annual Report and audited Accounts of the Company for the
financial year ended 31 March 1995.
DIVIDEND
The Directors recommend payment of a dividend of 18% i.e.
Rs. 1.80 per share on Pro-rata basis subject to deduction of
tax, for the year ended 31st March, 1995, to all those
shareholders whose names appear on the Register of Members
as on 13th September, 1995 which, if declared at the
forthcoming Annual General Meeting, will absorb Rs. 37.40
lacs.
SHARE CAPITAL
The company came out in the month of August, 1994 with its
mainden public issue of equity shares of Rs. 10/- each at a
premium of Rs. 5/- per share and the same was oversubscribed
by nearly 10 times. The company issued and allotted
19,00,000 equity shares of Rs. 10/- each at a premium of
Rs. 5/- per share on 15th October, 1994. Thus the issued &
paid up share capital has been increased to Rs. 315/- lacs.
The Directors extend their thanks to all the agencies
involved along with the general public to make the company's
maiden public issue a grand success. The company's shares
are listed at Indore, Bombay & Hyderabad stock exchanges.
OPERATIONS
The company has been granted registration by SEBI as
Category I Merchant Banker and its has been mandated with
few issues in various capacities. The company has opened
its office in Bombay in May 1995, to give strength to its
Merchant Banking division as well as for market operations
and to establish its presence in the commercial capital of
the country. The company has been granted, in-principal,
approval by National Stock Exchange (NSE) as Trading Member
on Capital Market Segment. The company has commenced
secondary market operations on MPSE, NSE & BSE. The company
has gradually shifted its activities from primary market
operations to secondary market operations because of recent
policy changes in capital market by SEBI, Finance Ministry
etc, Nevertheless, the company has been able to maintain
its position in primary market. The company has
underwritten 799 public issues of total worth Rs. 2989.41
lacs during the said period.
EXPANSION & DIVERSIFICATION
The company has started Merchant Banking activities, apart
from the existing activities of underwriting/marketing of
issues, as it has been granted registration as category I
Merchant Banker by SEBI. The company is presently
associated with 6-7 issues in various capacities.
The capital market in India has witnessed spectacular growth
during the last decade. The trend is overwhelming euphoric
consequent to the process of liberation and the gradual
shift towards the economic liberalisation replaced by the
free market forces.
To keep pace with the changed scenario, the company has
already commenced secondary market operations i.e. for high
net worth, retail, corporate clients etc. as well as
Merchant Banking operations.
The company has duly applied to OTCEI to act as
Sponsor/Member on OTCEI and it expects the approval
shortly. The company has identified certain greenfield
projects for which it proposes brought-out deal along with
consortium of other Merchant Bankers. The company is also
focussing on fee-based activities and it is acting as
consultant to few parties for setting up wind power project
in M.P. The company has recently started NRI placement of
equity and its has met with encouraging results.
The company is in process of installing Reuter
International online link, which will give current and
realtime quotation from all major stock exchanges, rates of
bullion, foreign exchange, commodities worldwide and
current business news live, which will build up a strong
data base for Research and Developments.
CONSERVATION OF ENERGY AND TECHNICAL ABSORPTION
The provision of Section 217(1)(e) of the Companies Act,
1956 read with the Companies (Disclosures of particulars in
the Report of the Board of Directors) Rules, 1988 do not
apply to the company, since it is a financial services
company.
FOREIGN EXCHANGE EARNINGS AND OUTGO
The company has not incurred any expenditure or earned
any income in foreign exchange during the period.
PUBLIC DEPOSITS
During the year, the company did not invite public deposits
within the meaning of section 58-A of the Companies Act,
1956 and the rules made thereunder.
PERSONNEL
Relations between the management and the employees were
cordial. Your Directors wish to place on record their
appreciation of the dedicated services rendered by the
executives and staff members of the company.
The company has no employee, whose particulars are required
to be given under section 217(2A) of the Companies Act, 1956
read with the Companies (Particulars of Employees) Rules
1975.
Mar 31, 1994
DEAR MEMBERS,
Your Directors are pleased to present their Third Annual
Report together with the Audited Accounts of the Company
for the 9 months period i.e. from 1st July, 1993 to 31st
March 1994
DIVIDEND
Your Directors recommend payment of a dividend of 12% i.e.
Rs. 1.20 per share on Pro-rata basis subject to deduction
of tax, for the period ended 31st March, 1994, which if
declared at the forthcoming Annual General Meeting will
absorb Rs. 2.79 lacs.
ISSUE OF BONUS SHARES
During the year, the Company has issued Bonus shares in the
ratio, of two bonus shares for every three Equity Shares
held to rank Pari Passu with the existing shares; and the
same were allotted on 7th February, 1994.
SHARE CAPITAL
During the year, the Company's authorised share Capital was
raised to Rs. 8,00,00,000 from Rs.2,00,00,000 with the
creation of additional 60,00,000 Equity shares of Rs. 10/-
each out of which 430530 Equity Shares of Rs. 10/- each
fully paid-up were issued and allotted during the period
including bonus shares of 2,20,000 Equity Shares. The
Company has further issued 5,00,000 Equity Shares at a
premium of Rs. 5/- per share on rights basis in the ratio
of two shares for every three shares held and the same were
also, allotted on 5th May, 1994. The right issue received
very good support from all of you and the Directors extend
their thanks for the same. Thus the issued & paid up Share
Capital has been increased to Rs. 125.00 lacs.
OPERATIONS
The Company has maintained its prime position as one
amongst leading Stock and Share brokers of the Country. The
Company has been admitted as corporate member of M.P Stock
Exchange Indore and the same has been confirmed by
Securities' and Exchange Board of India (SEBI) w.e.f June,
1994. Inspite of increase in number of, Public Issue, during
the period the Company could manage to market such issues
through its well spread network. The Company has
underwritten 440 Public issues of total worth Rs. 2634.62
lacs during the said period of 9 months.
PUBLIC ISSUE
The Company came out with a Public issue of 13,00,000
Equity Shares of Rs. 10/- each at a premium of Rs. 5/- per
share aggregating Rs. 195 lacs and the same has been
oversubscribed and met with success. The issue opened on
24th August, 1994 and closed on earliest date i.e. 27th
August 1994.
EXPANSION & DIVERSIFICATION
The Company now plans to expand, strengthen and modernise
Primary Market operations to maintain its position in
rapidly changing Capital market scenerio. The Company also
proposed to start Merchant Banking activities, for which it
has already applied to Securities and Exchange Board of
India for registration as category I Merchant Banker. The
new industrial policy and other economic measures initiated
by the Government of India have opened up new and expanding
avenues for the financial service sector. There has been
significant growth in the volume of turnover in the Capital
Market, both in primary and secondary market. To keep pace
with the changed scenerio, the company now plans to
diversify into various financial service sector i.e. Bills
discounting, leasing, Hire Purchase, Portfolio Management
etc. apart from entering into Secondary Market operations.
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Sanchay Finvest Ltd. Financial Data
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Sanchay Finvest Ltd. Reports
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Sanchay Finvest Ltd. Corporate Announcements
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ഇന്ത്യന് ഓഹരി വിപണി: തകര്ച്ച തുടരുന്നു, കാരണങ്ങളും ഭാവി സൂചനകളുമറിയാം -
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ഈ ഓഹരികള് ഇപ്പോള് വാങ്ങിയാല് ബംപര് ആദായം കീശയിലാക്കാം -
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