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Your Directors have pleasure in submitting their …… Annual Report of the Company together
with the Audited Statements of Accounts for the year ended 31st March, 2015
A. ANNUAL RETURN
The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the
Companies (Management and administration ) Rules, 2014 is furnished in Annexure ….. and is
attached to this Report.
Internal financial control means the policies and procedures adopted by the Company for
ensuring the orderly and efficient conduct of its business including adherence to Company’s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records and the timely preparation of reliable
financial information.
(f) 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.
Your Directors wish to present the details of Business operations done during the year under
review:
a. Production and Profitability
b. Sales
c. Marketing and Market environment
d. Future Prospects including constraints affecting due to Government policies
J. ANY RESERVES
Your Directors propose to transfer Rs. ------ to General Reserve/-----/---- out of Rs. ----- i.e.
the amount available for appropriations. An amount of Rs. ----------- is proposed to be retained
in the Statement of Profit and Loss for the financial year 2014-15.
K. DIVIDEND
In the month of …………the Company declared an Interim Dividend of Rs……per share . Your
Directors are pleased to recommend a final dividend of Rs……per share aggregating to Rs…..per
share (both inclusive interim and final) for the current financial year. The dividend if approved
and declared in the forthcoming Annual General meeting would result a total Dividend outflow
of Rs………and Dividend Distribution Tax of Rs…… aggregating a total outflow of Rs…………..
Or
Your Directors are pleased to recommend a dividend of Rs…per share aggregating to Rs…..per
share for the current financial year. The dividend if approved and declared in the forthcoming
Annual General meeting would result a Dividend outflow of Rs………and dividend Distribution Tax
of Rs…… aggregating a total outflow of Rs…………..
Or
No Dividend was declared for the current financial year due to conservation of Profits/due to
loss incurred by the Company /due to insufficient profit.
L. 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
No material changes and commitments affecting the financial position of the Company occurred
between the end of the financial year to which this financial statements relate on the date of
this report
or
The following material changes and commitment occurred during the year under review
affecting the financial position of the Company.
M. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology absorption, Foreign exchange
Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with
Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure…….and is attached
to this report.
or
The provisions of Section 134(m) of the Companies Act, 2013 do not apply to our Company.
There was no foreign exchange inflow or Outflow during the year under review.
or
The provisions of Section 134(m) of the Companies Act, 2013 do not apply to our Company.
The total Foreign Exchange Inflow was Rs…………….and Outflow was Rs…………………..during the
year under review.
or
I. Conservation of energy
The company is not generating power. However Generator is maintained as a standby power
backup. Wherever possible, energy conservation measures have been taken and implemented.
Particulars relating to conservation of energy and technology absorption are not applicable to
the case of your Company.
II. Research, development and technology absorption
Research, Development and Technology absorption is not applicable to your company due to
the nature and size of the operations.
III. Foreign exchange and outgo
Foreign Exchange earnings during the year is Rs. XXXXXXXXXXXXXXXXX/-
Foreign Exchange outgo during the year is Rs.XXXXXXXXXXXXXXXXX
or
The Company has not bought back any of its securities during the year under review.
II. SWEAT EQUITY
The Company has issued ……….Equity of Shares of Rs…..each as Sweat Equity in accordance
with the provisions of Section 54 of the Companies Act, 2013 read with Rule 8 of the
Companies (Share Capital and Debentures) Rules, 2014
or
The Company has not issued any Sweat Equity Shares during the year under review.
III. BONUS SHARES
The Company has issued ……shares of Rs………as Bonus Shares to the existing shareholders of
the Company in the proportion of …….share for every…….shares held in accordance with the
provisions of Section 63 of the Companies Act, 2013 read with Rule 14 of the Companies(Share
Capital and Debentures), Rules 2014.
or
No Bonus Shares were issued during the year under review.
IV.EMPLOYEES STOCK OPTION PLAN
The Company had issued ……….Equity Shares of Rs.10/- aggregating to Rs……………under the
Employees Stock Option Plan during the year under review .
or
The Company has not provided any Stock Option Scheme to the employees.
R. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION
FUND
In terms of Section 125 of the Companies Act, 2013, any unclaimed or unpaid Dividend relating
to the financial year…………is due for remittance on…………..to the Investor Education and
Protection Fund established by the Central Government.
Or
Since there was no unpaid/unclaimed Dividend declared and paid last year, the provisions of
Section 125 of the Companies Act, 2013 do not apply.
Or
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no
dividend declared and paid last year.
S. STATUTORY AUDITORS
M/s __________________, Chartered Accountants, ……………… were appointed as Statutory
Auditors for a period of ……….years in the Annual General Meeting held on………… Their
continuance of appointment and payment of remuneration are to be confirmed and approved in
the ensuing Annual General Meeting. The Company has received a certificate from the above
Auditors to the effect that if they are reappointed, it would be in accordance with the provisions
of Section 141 of the Companies Act, 2013.
T. DIRECTORS
There was no Director who got reselected/reappointed during the year under review
Mr………………who was appointed as Additional Director on …………….and holds the said office till
the date of the Annual General Meeting. A notice has been received from a member proposing
his candidature for his reappointment.
or
Mr……………and Mr………………….retire at this Annual General Meeting and being eligible offer
themselves for re election.
U. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Joint venture or Associate Company .
or
The details of financial performance of Subsidiary/ Joint Venture/Associate Company is
furnished in Annexure …. and attached to this report.
V. DEPOSITS
The Company has neither accepted nor renewed any deposits during the year under review.
or
The details of deposits accepted/renewed during the year under review are furnished hereunder
Y. ACKNOWLEDGEMENTS
Your Directors place on record their sincere thanks to bankers, business associates,
consultants, and various Government Authorities for their continued support extended to your
Companies activities during the year under review. Your Directors also acknowledges gratefully
the shareholders for their support and confidence reposed on your Company.
the particulars of contracts or arrangements with related parties referred to in sub-section (1)
of section 188 in the Form AOC-2.
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the
Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with
related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including
certain arm’s length transactions under third proviso thereto.
Note: Form shall be signed by the persons who have signed the Board’s report.
and Rule 8(2) of the
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
report.
Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the financial year ended on 31.03.2015
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the
Companies (Management and Administration) Rules, 2014]
1
2
3
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE
COMPANIES -
Sl. No. Name And CIN/GLN Holding/
Address Of The Subsidiary/
Company Associate
1
Not Applicable
2
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
Not Applicable
i) Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year
A. Promoters
(1) Indian
a) Individual/HUF - 89,575 89,575 100.00 - 116,242 116,242
b) Central Govt - - - - - - -
c) State Govt (s) - - - - - - -
d) Bodies Corp. - - - - - - -
e) Banks / FI - - - - - - -
f) Any Other…. - - - - - - -
Sub-total (A) (1):- - 89,575 89,575 100.00 - 116,242 116,242
(2) Foreign
a) NRIs - - - - - - - -
Individuals
b) Other – - - - - - - -
Individuals
c) Bodies Corp. - - - - - - -
d) Banks / FI - - - - - - -
e) Any Other…. - - - - - - -
Sub-total (A) (2):- - - - - - - -
Total shareholding of Promoters (A) = (A)(1)+(A)(2) - 89,575 89,575 100.00 - 116,242 116,242
B. Public Shareholding
1. Institutions
a) Mutual Funds - - - - - - -
b) Banks / FI - - - - - - -
-
c) Central Govt - - - - - - -
- -
l e --
a b
plic
d) State Govt (s) - - - - -
- - -- -
e) Venture - - - -
l e
-
-- - -
Capital Funds
lic a b
Ap p
ot
f) Insurance - - - - - - -
Companies
- N
g) FIIs - - -- -- - - - - -
h) Foreign Venture - - - - - - -
Capital Funds
i) Any Other…. - - - - - - -
Sub-total (B) (1):- - - - - - - -
2. Non Institutions
a) Bodies Corp. - - - - - - -
b) Individuals - - - - - - -
c) Others - - - - - - -
(specify)
Sub-total (B) (2):- - - - - - - -
Total Public Shareholding (B)=(B)(1)+(B)(2) - - - - - - -
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
For Each of the Top 10 Shareholders No. of shares % of total shares of the company No. of shares
1 At the beginning of the year
2 Date wise Increase / Decrease in Promoters Share holding during the
year specifying the reasons for increase / decrease (e.g. allotment /
transfer / bonus/ sweat equity etc): Not applicable since all shareholders are promoters
(v) Shareholding of Directors and Key Managerial Personnel: MAHENDRA SINGHI KUMAR
Sl. No. Shareholding at the beginning of the year Cumulative Shareho
For Each of the Directors and KMP No. of shares % of total shares of the company No. of shares
1 At the beginning of the year 45777 51.10% 45777
2 Date wise Increase / Decrease in Promoters Share holding during the 7120 7120
year specifying the reasons for increase / decrease (e.g. allotment /
transfer / bonus/ sweat equity etc): ALLOTMENT OF SHARES ON
14/03/2015
3 At the End of the year 52,897 51.10%
(v) Shareholding of Directors and Key Managerial Personnel: SUMAN MAHENDRAKUMAR SINGHI
Sl. No. Shareholding at the beginning of the year Cumulative Shareho
For Each of the Directors and KMP No. of shares % of total shares of the company No. of shares
1 At the beginning of the year 30075 33.57% 30075
2 Date wise Increase / Decrease in Promoters Share holding during the 2225 2225
year specifying the reasons for increase / decrease (e.g. allotment /
transfer / bonus/ sweat equity etc):ALLOTMENT OF SHARES ON
14/03/2015
(v) Shareholding of Directors and Key Managerial Personnel: LALIT KUMAR SINGHI
Sl. No. Shareholding at the beginning of the year Cumulative Shareho
For Each of the Directors and KMP No. of shares % of total shares of the company No. of shares
1 At the beginning of the year 400 0.44% 400
2 Date wise Increase / Decrease in Promoters Share holding during the
year specifying the reasons for increase / decrease (e.g. allotment /
transfer / bonus/ sweat equity etc):
Indebtedness of the Company including interest outstanding/accrued but not due for payment
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
0 0
- -
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
--- 0 0
Nil
-
---
- -
---
Nil
(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961
0 0
--
2 Stock Option
3 Sweat Equity - - - 0 0
0 0
4 Commission
-as % of profit
0 0
-others, specify…
Name of Director
Sl. Particulars of Remuneration
no. SUMAN
MAHENDRA
MAHENDRAK
SINGHI KUMAR
UMAR SINGHI
3. Independent Directors
-Fee for attending board/committed meetings
-Commission
-Others, please specify
Total (1) 0 0
4. Other Non-Executive Directors
-Fee for attending board/committed meetings 0 0
-Commission
-Others, please specify - Director Remuneration 600000 600000
Total (2)
Total (B)=(1+2) 600000 600000
Total Managerial Remuneration
Overall Ceiling as per the Act
3 Sweat Equity
- -
---
4 Commission
5 -Others,
as % ofplease
profit specify
Total 0 0 0
A. COMPANY
Penalty
Punishment
Compounding
- - -
--
B. DIRECTORS
Penalty
Punishment Nil
Compounding
- -
---
Nil
- -
C. OTHER OFFICERS IN DEFAULT
---
Penalty
Punishment
Compounding
U27101KA2004PTC034499
16/08/2004
STEEL HYPERMART INDIA PRIVATE
LIMITED
Private Limited Company
Unlisted
NIL
% to total
turnover of the
company
% of Applicable
shares Section
held
e end of the year % Change
during the
year
% of Total
Shares
100.00 -
- -
- -
- -
- -
- -
100.00 -
- -
- -
- -
- -
- -
- -
100.00
- -
- -
-
- -
- -
-
-
-
- -
- -
- -
- -
- -
- -
- -
- -
- -
- -
- -
100 -
- -5.598733609
- -5.788357849
- 1.9976043127
- -0.32013583
- -0.230497798
- -0.219741234
- -0.192081498
- -0.192081498
- -0.192081498
- -0.160067915
- -0.160067915
- -0.128054332
- -0.102443466
- -0.102443466
- -0.102443466
- -0.102443466
- -0.102443466
- -0.076832599
- -0.064027166
- 3.0582749781
- 1.1441647597
- 1.1441647597
- 0.7613427161
- 0.9549044235
- 0.3785206724
- 0.5720823799
- 0.7613427161
- 0.5720823799
- 0.3785206724
- 0.3785206724
- 0.1935617075
- 0.1935617075
- 0.7656440873
- 0.3871234149
- 0.1935617075
100.00%
-
45.50%
27.78%
0.44%
Total
Indebtedness
- 566,279,497
-
-
-
-
- 52,523,149
- 7,442,545
- 45,080,604
-
- 611,360,101
-
-
-
- 611,360,101
Name of Director
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
Name of Director
LALIT
KUMAR
SINGHI
240000
240000
agerial Personnel
Total
Appeal made,
if any (give
Details)