We are pleased to present the report on our business and operations for the year ended 31st March, 2024
The Company's Standalone financial performance for the year ended 31st March, 2024 is summarized below;
Particulars
FY 2023-24
FY 2022¬2023
Revenue from Operations
-
Other Income
45.87
16.35
Total Income
Total Expenses
18.13
27.94
Profit Before Tax
27.74
(11.59)
Tax Expense
-Current Tax
-Deferred Tax
-Mat Credit Entitlement
Net Profit /Loss for the Year
The Company's consolidated financial performance for the year ended 31st March, 2024 is summarized below;
FY 2022-23
28.15
Profit Before Tax & Extraordinary Items
(11.80)
- Mat Credit Entitlement
Standalone:
During the year under review, the Company has incurred a profit before Tax of Rs.27.74 lakhs as compared to previousyear loss of Rs.11.59 Lakhs The net profits for the year under review has been Rs.27.74 Lakhs as compared to previousyear loss of Rs. 11.59 lakhs. Your directors are continuously looking for avenues for future growth of the Company in Mediaand Entertainment Industry.
During the year under review, the Company has incurred a profit after Tax of Rs.27.74 lakhs as compared to previous yearloss of Rs. 11.80 lakhs. The net profits for the year under review has been Rs.27.74 as compared to previous year loss of Rs11.80 lakhs
The Directors of your company has not recommended any dividend in the current year.
The Company has not proposed to transfer any amount to any reserve.
During the year under review, your company has not accepted any deposits from the public within the meaning of section76 of the Companies Act 2013 and the rules made there under. There are no public deposits, which are pending forrepayment.
Loans and investments covered under Section 186 of the Companies Act, 2013 form part of the notes to the financialstatements provided in this Annual Report.
During the period under review the Company has entered into related party transaction and the particulars of contracts orarrangements with related parties referred to in section 188(1) of the Companies Act, 2013, as prescribed in Form AOC-2 isappended as Annexure I. The Policy on Related Party Transaction is available on our website www.zinema.co.in
As at 31st March, 2024
As at 31st March, 2023
Increase/ Decreasein %
Market Value per share
20
18.62
7.41%
No. of Shares
71,14,500
Market Capitalization
14,22,90,000
13,24,71,990
EPS (Standalone)
0.39
(0.163)
339%
Price earnings ratio
51.28
Percentage increase/decrease in the Market Price of the Shares in comparison with the last Issue.(The IPO of the Company in the FY 2014-2015 was brought out at a rate ofRs. 15/- per share)
Management's Discussion and Analysis Report for the year under review, as stipulated under SEBI (Listing Obligations &Disclosure Requirements) Regulations, 2015, is appended as Annexure II to this report.
Pursuant to Section 134(3) (c) and Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of theirknowledge and ability, confirm that:
(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and there areno material departures;
(ii) the directors have selected such accounting policies and applied them consistently and made judgments andestimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Companyat the end of the financial year and of the profit and loss of the Company for that period;
(iii) the directors have taken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of the Companies Act, 2013 (erstwhile Companies Act, 1956) for safeguarding theassets of the Company and for preventing and detecting fraud and otherirregularities;
(iv) the directors have prepared the annual accounts on a going concern basis;
(v) the directors have laid down internal financial controls to be followed by the Company and such internalfinancial controls are adequate and operating effectively;
(vi) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws andthat such systems were adequate and operating effectively.
During the year under review, all the recommendations made by the Audit Committee were accepted by theBoard.
To ensure good human resources management at "Zinema Media and Entertainment Limited (formerly Trivikrama IndustriesLimited)", we focus on all aspects of theemployee lifecycle. This provides a holistic experience for the employee as well. Duringtheir tenure at the Company, employees are motivated through various skill-development, engagement and volunteeringprograms. All the while, we create effective dialogs through our communication channels to ensure that the feedback reach therelevant teams, including the leadership.
The table containing the particulars of employees in accordance with the provisions of Section 197(12) of the CompaniesAct, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014, isappended as Annexure III to this report.
There are no employees who were in receipt of remuneration in excess of the ceiling prescribed in the Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
The Details of the Top 10 employees as on 31st March, 2024 as prescribed in the Rule 5(2) of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure IV to this report;
The Company currently does not provide any Employee Stock Option Scheme/Employee Stock Purchase Scheme to itsemployees.
i. Managing Director or Chief Executive Officer or Manager and in their absence, a Whole-TimeDirector:
y Mr. Baskaran Sathya Prakash (DIN: 01786634) continues to be the Managing Director oftheCompany.
y Ms. Monika Singh, Company Secretary cum Compliance Officer (07th April 2023 to the date of thisreport)
> Mr Potabattula Praveen(11th August 23 to the date of this Meeting)
Corporate governance is an ethically driven business process that is committed to values aimed at enhancing an organization'sbrand and reputation. This is ensured by taking ethical business decisions and conducting business with a firm commitment tovalues, while meeting stakeholders' expectations. At Zinema Media and Entertainment Limited it is imperative that ourcompany affairs are managed in a fair and transparent manner. This is vital to gain and retain the trust of our stakeholders. TheCompany is committed to maintain the highest standards of corporate governance and adhere to the corporate governancerequirements set out by SEBI. The Company has also implemented several best corporate governance practices as prevalentglobally.
In-pursuance of Regulation 15(2) of SEBI (Listing Obligations & Disclosure Requirements), Regulations, 2015 the compliance ofRegulation 17 to 27 and Clauses (b) to (i) of Regulation 46(2) & para C, D, E of Schedule V of SEBI (Listing Obligations &Disclosure Requirements), Regulations, 2015 is not applicable for a company having paid up of 10 Crore or Net-worth of 25Crore, in the immediate preceding FY & for a listed entity which has listed its specified securities on the SME Exchange. As thesecurities of your Company are listed at BSE-SME Platform, the Corporate Governance Report as per Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to our Company.
During the year under review, following changes took place with respect to the Compliance Officer of the Company:
The compliance department of the company is responsible for independently ensuring that the operating and businessunits comply with regulatory and internal guidelines. New instructions/guidelines issued by the regulatory authoritieswere disseminated across the company to ensure that the business and business units operate within the boundaries set bythe regulators and that compliance risks are suitably monitored and mitigated in course of their activities & processes.
During the year under review, following changes took place in the Composition of Board of Directors of the Company;
1. Mr Ramaswamy Gokulakrishnan resigned as Director on 11th August 2023.
2. Mr. Arikesavanallur Venkatraman Krushnan was appointed as the Chief Financial Officer with effect from 1st
September, 2021 and resigned with effect from 11th August 2023
3. Mr Potabattula Praveen was appointed as the Chief Financial Officer with effect from 11th August 2023
4. Mr Manu Padhmanaban Nair ( DIN: 06810682) was appointed as Additional Director - Independent with effect from11th August 2023 . He has been appointed as Independent Director for a period of 3 years from 30.09.2023 to 30thSeptember 2026
5. Mr. Dinesh Raj ( DIN: 07113950) was appointed as Additional Director - Independent with effect from 23rd August2023 . He has been appointed as Executive Director for a period of 3 years from 30.09.2023 to 30th September 2026
c. Board Diversity:
The Company recognizes and embraces the importance of a diverse board in its success. We believe that a truly diverseboard will leverage differences in thought, perspective, knowledge, skill, regional and industryexperience, cultural andgeographical background, age, ethnicity, race and gender, which will help us retain our competitive advantage. The Boardhas adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors. The BoardDiversity Policy is available on our website www.trivikrama.com.
d. Details with regards to meeting of Board of Directors of the Company at attendance thereof:
(i) C omposition of the Board of Directors as on the date of this Report is mentioned below:
Name of the Director
Designation
Category
Mr. Baskaran Sathya Prakash
Managing Director
Executive Director
Mr. Narsing Balwanth Singh
Director
Mr. Sadasivam Anbazhagan
Non-Executive Director
Mr. Kannabiran Navakumar
Independent Director
Mr Manu Padhmanaban Nair(Appointed during FY 2023-2024)
Mr Dinesh Raj
(Appointed during FY 2023-2024)
During the FY 2023-24,7 (Seven) meetings of the Board of Directors of the Company were held i.e. on30/05/2023,11/08/2023, 16/08/2023,23/08/2023,07/09/2023,11/01/2024, and 07/02/2024
Details of the attendance at the Board Meetings during the financial year and at the last AnnualGeneral Meetingand also the number of Directorships held by Directors is mentioned below*
Name of Director
Attendance Particulars
No. ofDirector¬ships inother PublicCompany*
No. of Chairmanship/Membership of BoardCommittees in otherCompanies#
Board
Meetings
Last
AGM
Chairman
Member
7
Yes
Nil
Mr. Ramasamy Gokulakrishnan
1
NA
Mr Manu Padhmanaban Nair
*The Directorships held by the Directors as mentioned below do not include Alternate Directorships andDirectorships held in Foreign Companies, and Companies registered under Section 25 of the Companies Act,1956 or Section 8 of the Companies Act, 2013.
#In accordance with Regulation 26(b) of SEBI Listing Regulations, Memberships / Chairmanships of only the
Audit Committees and Stakeholders Relationship Committee in all Public Limited Companies has only beenconsidered.
The current policy is to have an appropriate mix of executive, non-executive and independent directors to maintain theindependence of the Board, and separate its functions of governance and management. As on 31st March, 2024, the Boardconsist of 6 Members, 3 of whom are Executive Director and 1 of whom is a Non-Executive Director and the other 2 areIndependent Directors. The Board periodically evaluates the need for change in its composition and size.
The Policy of the Company on Director's Appointment and Remuneration, including criteria for determiningqualifications, positive attributes, independence of director and other matters provided under Section 178(3) of theCompanies Act, 2013, adopted by the Board, is available on the Company Website: www.trivikrama.com. We affirm thatthe Remuneration paid to the director is as per the terms laid out inthe said policy.
The Company has received necessary declarations from each Independent Director under Section 149(7) of the CompaniesAct, 2013, that they meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 andRegulation 16(b) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
Every new Independent Director at the time of appointment is issued a detailed Appointment Letterincorporating the role,duties and responsibilities, remuneration and performance evaluation process, Code of Conduct and obligations ondisclosures.
Further every new Independent Director is provided with copy of latest Annual Report, the Code ofConduct, the Code ofConduct for Internal Procedures and to Regulate, Monitor and Report Trading by Insiders ("Code of Conduct - PIT") andthe Code of Practices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information (the "Fair PracticeCode"), Tentative Schedule of upcoming Board and Committee meetings.
The Company through its Executive Directors / Key Managerial Personnel conducts programs / presentations periodicallyto familiarize the Independent Directors with the strategy, operations and functions of the Company.
Thus such programs / presentations provides an opportunity to the Independent Directors to interact with the seniorleadership team of the Company and help them to understand the Company's strategy, business model, operations, serviceand product offerings, markets, organization structure, finance, human resources,technology, quality, facilities and riskmanagement and such other areas as may arise from time to time. The Policy on the Familiarization Program forIndependent Directors is available on our website www.trivikrama.com
i. Composition of the Committees of the Board as on the date of this Report is mentioned below;
Name of the Committee
Name of the Company Member
Position in the Committee
Mr. Manu Padmanabhan Nair
Audit Committee
Nomination andRemuneration Committee
Stakeholder RelationshipCommittee
During the financial year under review, the Audit Committee Meetings were held 4 times and the attendance of the
momnai'c at flic A uriif r\rvarvaiffoo m oofi n rrc wae ae fr\llr\TArc*
Meeting Held duringthe tenure
Meeting Attendedduring the tenure
4
3
iii. Meeting of Nomination and Remuneration Committee and Attendance:
During the financial year under review, the Nomination and Remuneration Committee Meetings was held 2 times viz.,and the attendance of the members at the Nomination and Remuneration C ommittee meeting was as follows*
2
Mr. Sadasivam Anbazhagan 2
During the financial year under review, the Nomination and Remuneration Committee Meetings was held 3 times viz.,and the attendance of the members at the Nomination and Remuneration Committee meeting was as follows:
The Board of Directors has carried out an annual evaluation of its "own performance", its "Board committees" and of"individual directors" in accordance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligations &Disclosure Requirements) Regulation, 2015.
The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of thecriteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc.
The performance of the committees was evaluated by the Board after seeking inputs from the committee members on thebasis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.
The Board and the Nomination and Remuneration Committee ("NRC") reviewed the performance of the individualdirectors on the basis of the criteria such as the contribution of the individual director to the Board and committeemeetings like preparedness on the issues to be discussed, meaningful and constructivecontribution and inputs in meetings,etc.
In a separate meeting of independent Directors, performance of non-independent directors, performance of the board as awhole was evaluated, the same was discussed in the Board meeting that followed the meeting of the independent Directorsat which the report as submitted by the Independent Directors was taken on record and discussed.
The Equity Shares of "Trivikrama Industries Limited" (Scrip Code: 538579) is listed on the BSE-SME platform.
Your Company paid the Listing Fees to the BSE Limited for FY 2023-2024 as well as for 2024-2025 in terms of UniformListing Agreement entered with the said Stock Exchange(s).
In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, your Company has constituted acomprehensive Code titled as "Code of Conduct for Internal Procedures and to Regulate, Monitor and Report Trading byInsiders" which lays down guide lines and advises the Directors and Employees of the Company on procedures to be
followed and disclosures to be made while dealing insecurities of the Company. The said policy is available on our websitewww.trivikrama.com
a. Statutory Auditor:
M/s. Ganesamoorthy.T & Associates., Chartered Accountants {Firm Registration No. 013934S } has been appointed asStatutoryAuditors of the Company pursuant to the casual vacancy caused due to the resignation of M/s. Mudra SunilAssociates , for the financial year 2023-2024.. The Board recommends the appointment of M/s. Ganesamoorthy.T &Associates., Chartered Accountants {Firm Registration No. 013934S for the financial years 2024-2029.
M/s. Santhosh Kumar Ramadurai was appointed as the Secretarial Auditor of the company to conduct the Secretarial Auditof the Company for the FY 2023-24, as required under the Section 204 of the Companies Act, 2013 and Rules there under.
The Secretarial Audit Report for the FY 2023-24 is appended as Annexure V to this report.
The Statutory Auditor report does not contain any qualifications, reservations or adverseremarks
Following are the qualifications made by the Secretarial Auditors in their report and reply by the Directors:
1. The Company did not appoint a women director as required under the provisions of Section 149(1) of the Companies Act,2013
The Company is taking steps to appoint a women director on its board.
2. The Company did not provide us with the disclosure of interest of the Directors under Section 184(1) of the Companies Act,2013 and declarations of the Independent Directors under Section 149(7) of the Companies Act, 2013
The Company will take steps to comply in future.
3. The Company did not provide us with the documents relating to registration of the Independent Directors on the IndependentDirector's databank and the exemption / qualifying certificate of the Independent Directors as required under Section 149read with Rule 6 of Companies (Appointment & Qualifications of Directors) Rules, 2014.
4. The Company did not provide us with the documents relating to evaluation of performance of Directors / IndependentDirectors under the respective provisions of the Companies Act, 2013.
The Company will take steps to comply in future
5. The Company neither provided the internal audit report nor the documents for appointment of the internal auditors for thefinancial year ended 31 st March, 2024.
Since there were no commercial operations during the year , internal auditor was not appointed .
6. The Company did not appoint an Auditor /firm of auditors who has / have subjected himself / themselves to peer reviewprocess and holds a valid certificate issued by Peer Review Board of the Institute of Chartered Accountants of India asstipulated under Regulation 33(1)(d) of the SEBILODR.
The Board with respect to the above mentioned qualification herewith submits that, the Company has not beenable to find Statutory Auditors who has/have subjected himself/themselves to peer review process and holds avalid certificate issued by Peer Review Board of Institute of Chartered Accountants of India as stipulated underRegulation 33 (1)(d) SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015. The Company ispursuing its current Statutory Auditors to subject themselves to peer review process.
7. Inordinate delay was observed with respect to certain disclosures filed by the company under SEBI LODR.
The Board with respect to the above mentioned qualification herewith submits that, the above stated delay indisclosures were due to administrative difficulties. However, the company at the time of submission of theabove stated disclosures have also made disclosure about the reason for delay in the submission in terms with
Regulation 30 of SEBI (LODR), Regulations, 2015. The Company is trying to streamline its operations process soas to avoid such delays in the future.
8. The Company did not update necessary disclosures on its website as required under Regulation 30(8) and Regulation 46[excluding clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 of the SEBI LODR.
The Board with respect to the above mentioned qualification herewith submits that, the above stated delay indisclosures were due to administrative difficulties. However, the company at the time of submission of theabove stated disclosures have also made disclosure about the reason for delay in the submission in terms withRegulation 30 of SEBI (LODR), Regulations, 2015. The Company is trying to streamline its operations processso as to avoid such delays in the future.
9. The company has received e-mails from BSE Limited regarding imposition of fines for noncompliance of certain regulationsand lite submission of certain documents under SEBI LODR. We are informed that the company has requested BSE to waivethe fines imposed by them.
The waiver request is under process with BSE
10. Statutory registers were not made available to us for our verification.
Few entries are pending and the duly completed registers shall be kept ready at the soonest possible
11. The Company did not file the following e-forms during the year under review:
a. MR 1 was not filed the appointment of Executive Director at the AGM held on 30th September 2023
b. SH 7 for increase of authorized share capital from Rs. 8 crores to Rs. 25 crores at the Annual General Meeting held on30th September 2023
The aforesaid forms shall be filed and complied in due course except for SH-7 for which themanagement were not prepared to file for the increase and for renewal of authority has been placed inthe forthcoming AGM
12. The Company did not maintain the Structured Digital Database as mandated under Regulations 3(5) and 3(6) of Securitiesand Exchange Board of India (Prohibition of Insider Trading) Regulations 2015 during the year under review.
The SDD software procurement is about to be commissioned and the compliance for the same shall be taken care
13. We report that the Company has not made disclosures to the Registrar of Companies, Chennai in respect of shareholding heldby M/S. Corpwis Advisors Private Limited in the capital of the Company, pursuant to Section 90 of the Companies Act, 2013read with the relevant rules made thereunder.
The Company shall take adequate steps to comply the same
14. We find from the records that the Company has invested/ sold its investments held in shares during the year under review.We are not able to comment on the purchase / sale of investments, as the minutes of the Board meeting / share certificates /demat account details were not made available to us for our verification.
15. We observe from the records that the Company falls under the definition of Non-Banking Financial Company , s per thecircular DNBS (I’D) C.C. No. 79 / 03.05.002/ 2006-07 dated September 21, 2006 and amendment to NBFC regulations -Certificate of Registration (COR) issued under Section 45-1A of the RBI Act, 1934 — Continuation of business ofNBFI -Submission of Statutory Auditors Certificate - Clarification No. RBI/2006-07/158 DNBS (PD) C.C. No. 81/03 05.002/2006-07 dated 19th October, 2006.
During the current year , the Company has ventured into Media and Entertainment industry and so there has notbeen any intent for becoming an Investment Company .
16. We were informed that the shareholdings held by the promoters in the capital of the company have been frozen by the Bombay
Stock Exchange Limited due to non-compliance of certain SEBI regulations. However, respective records relating to the samewere not provided to us for our verification.
Once the waiver of penalties are processed by the BSE , the promoters account shall be made active.
No Fraud has been reported by the Auditors of the Company under Section 143(12) of the Companies Act, 2013.
The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, includingadherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, theaccuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures.
The Company has a robust Risk Management framework to identify, evaluate business risks and opportunities. Thisframework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company'scompetitive advantage. The business risk framework defines the riskmanagement approach across the enterprise at variouslevels including documentation and reporting. The framework has different risk models which help in identifying riskstrend, exposure and potential impact analysis at a Company level as also separately for business segments. The Companyhas identified various risks and also has mitigation plans for each risk identified. The Risk Management Policy of theCompany is available on our website www.trivikrama.com.
The Company has established a mechanism for Director's and Employee's to report their concerns relating to fraud,malpractice or any other activity or event which is against the interest of the Company.
The Whistle Blower Policy is in place. Employees can report to the Management concerned unethical behaveour, act or suspected fraud or violation of the Company's Code of Conduct Policy. No Employee has been deniedaccess to the Audit Committee. The Whistle Blower Policy is available on our website www.trivikrama.com.
The Company throughout the FY 2023-24 had only one Subsidiary Company i.e., M/s. CKM Homecare Solutions Private Limited.
During the FY 2023-24, the Board of Directors ('the Board') reviewed the affairs of the subsidiaries. In accordance with Section129(3) of the Companies Act, 2013, we have prepared consolidated financial statements of the Company with that of itssubsidiary, which form part of the Annual Report. Further, a statement containing the salient features of the financial statementof our subsidiaries in the prescribed format AOC-1 is appended as Annexure VI to the Board's report. The statement alsoprovides the details of performance,financial position of the subsidiary.
In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financialstatements and related information of the Company and audited accounts of our subsidiary, are available on our websitewww.trivikrama.com.These documents will also be available for inspection during business hours at our registered office inChennai, India.
The Policy on Identification of Material Subsidiaries is available on our website www.trivikrama.com.
As per the provision of Section 135 of the Companies Act, 2013, all companies having a net worth of Rs.500 crore or more, or aturnover of Rs.1,000 crore or more or a net profit of Rs.5 crore or more during any financial year arerequired to constitute a CSRcommittee and hence our Company do not meet the criteria as mentioned above, the Company has not constituted anyCorporate Social Responsibility Committee; and has not developed and/or implemented any Corporate Social Responsibilityinitiatives and the provisions of Section 135 of the Companies Act, 2013 is not applicable to the Company.
Conservation of energy continues to receive increased emphasis and steps are being taken to reduce theconsumption of energy at all levels. The Company has taken steps to conserve energy inits office use, consequent
to which energy consumption had been minimized. No additional Proposals/ Investments were made toconserve energy. Since the Company has not carried on industrial activities, disclosure regarding impact ofmeasures on cost of production of goods, total energy consumption etc., are not applicable.
The Company has not earned or spent any foreign exchange during the year under review.
The Company has not adopted any technology for its business and hence no reporting is requiredto be furnishedunder this heading. The Company will adopt necessary technology as and when required in the furtherance ofthe business.
The Annual Return as required under Section 92 of the Companies Act, 2013 has been published on the website of theCompany which can be accessed through the following link http://zinema.co.in/investorrelation.aspx
There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concernstatus and Company's operations in future.
The Company has in place an Anti-Sexual Harassment Policy in line with the requirement of the Sexual Harassment ofWomen at workplace (Prevention, Prohibition and Redressal) Act 2013. All the employees (permanent, Contractual,temporary, Trainees) are covered under this policy.
During the year under review, no complaints were received falling under the category of Sexual Harassment of Women.
The Company has complied with all the applicable Secretarial Standards issued by the Institute of CompanySecretaries ofIndia.
This is to inform you that the company is in the process of up dation of records of the shareholders in orderto reduce thephysical documentation as far as possible
With new BSE Uniform listing agreement, it is mandatory for all the investors including transferors to complete their KYCinformation. Hence, we have to update your PAN No., Phone no. and e-mail id in our records.
Further, in view of the SEBI Circular SEBI/HO/MIRSD/DOP1/CIR/P/2018/73 dated 20th April, 2018 and the correspondingamended circular SEBI/HO/MIRSD/DOS3/CIR/P/2018/115 dated 16th July, 2018 have requested all the listed companies tocomply with the procedures mentioned in the Circulars. To achieve this, we solicit your co-operation in providing thefollowing details to us;
y If you are holding the shares in dematerialized form you may update all your records with yourDepositoryParticipant (DP).
y If you are holding shares in physical form, you may provide the following:
> Folio No.
> Name
> Pan No.y E-mail ID
y Telephone No.y Specimen Signatures (3 in Nos.)
With reference to the SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated 08th June, 2018 the shares of the Companycan be transferred only in dematerialised form w.e.f. December 05, 2018 and thus with a view to facilitate seamless transfer
of shares in future and as advised by the Stock Exchanges, the shareholders holding shares in physical form are to beadvised to dematerialise their shareholding in the Company.
During the Financial year under review the Company has not made any further issue of shares and the share capitalremains same as at the end of previous year. Though Shareholders approval were obtained , due to certain non feasibility, the capital increase has not been effected during the year
Issue Open
July 25, 2014 - July 30, 2015
Issue Type
Fixed Price Issue IPO
Issue Size
33,12,000 Equity Shares of Rs. 10 each
Rs. 496.80 Lacs
Face value
Rs. 10 per Equity Share
Issue Price
Rs. 15 per Equity Share
Market Lot
8,000 Equity Shares
Listing at
BSE-SME
The Object for which the funds were raised by the Company by way of IPO is as follows;
i. Brand Building
ii. Meeting Additional Working Capital Requirements
iii. Meeting Public Issue Expenses
IPO Proceeds and Net Proceeds :
Amount (in lacs)
Issue Proceeds
496.80
Less : Issue Related Expenses
53.23
Net Proceeds
443.57
Amount (Rs. in Lacs)
Brand Building
Additional working capital requirements
Your directors state that no disclosure or reporting is required in respect to the following items as therewere notransactions on these items during the year under review:
(i) Issue of equity shares with differential rights as to dividend, voting, or otherwise.
(ii) Issue of shares (including sweat equity shares) to employees of the company under any scheme.
(iii) Redemption of Preference Shares and/or Debentures.
Your Directors wish to place on record their appreciation for the contribution made by the employees at all levels because withouttheir hard work, and support, your company's achievements would not have been possible. Your Directors also wish to thank itscustomers, dealers, agents, suppliers, investors and bankers for their continued support and faith reposed in the company.
Place : Chennai Managing Director Director