To,
The Members,
Jetking Infotrain Limited
The Directors presenting the THIRTY NINTH ANNUAL REPORT on the
business and operations along with the Audited Financial Statements both Standalone and
Consolidated of the Company for the Financial Year ended 31st March 2023:
RESULTS OF OUR OPERATIONS:
The highlights of your company's financial performance for the
financial year ended March 31,2023 is summarized below:
(Rs in Lakhs)
Particulars |
Standalone |
Consolidated |
|
Current Year |
Previous Year |
Current Year |
Previous Year |
|
2022-23 |
(2021-22) |
2022-23 |
(2021-22) |
Total Income |
1996.84 |
1580.67 |
2245.87 |
1795.74 |
Employee Benefit Expenses |
866.67 |
584.77 |
1082.28 |
650.02 |
Other Expenses |
922.82 |
610.66 |
955.72 |
775.47 |
Total Expenses |
2008.33 |
1414.77 |
2260.70 |
1648.71 |
PBDITA |
|
197.63 |
381.30 |
198.15 |
366.31 |
|
|
|
|
Finance Cost |
16.47 |
16.18 |
16.47 |
16.18 |
Depreciation & Amortisation |
192.65 |
199.22 |
196.51 |
203.10 |
Profit Before Tax |
(11.49) |
165.90 |
(14.83) |
147.03 |
Tax Including Deferred Tax |
- |
(23.34) |
- |
(26.59) |
Profit After Tax |
(11.49) |
189.24 |
(14.83) |
173.62 |
PERFORMANCE REVIEW:
Standalone:
During the Financial Year under review, the Company earned the Total
Income of Rs.1996.84 Lakhs as against Rs.1580.67 Lakhs in the previous year and the Net
Loss after Tax of Rs.11.49 Lakhs as against Net Profit after Tax Rs. 189.24 Lakhs in the
previous year.
Consolidated:
During the Financial Year under review, the Company earned the Total
Income of Rs. 2245.87 Lakhs as against Rs. 1795.74 Lakhs in the previous year and the Net
Loss after Tax of Rs. 14.83 Lakhs as against Net Profit after Tax Rs. 173.62 Lakhs in the
previous year.
TRANSFER TO RESERVES:
In view of the losses incurred, the Company has not transferred any
amount to the Reserve for the financial year ended March 31, 2023.
DIVIDEND:
In view of the losses incurred, as a prudent economic measure and in
order to conserve the scarce liquid resources of the Company, your directors do not
recommend any dividend on the equity shares during the financial year under review.
CHANGES IN SHARE CAPITAL:
There are no changes in the Share Capital of the Company during
financial year 2022-23. The paid up equity share capital of the company as on 31st
March, 2023 is Rs.5,90,75,000/-.
DEPOSITS:
In terms of the provisions of Section 73 to 76 of the Companies Act,
2013 (the "Act") read with the relevant rules made thereunder, your Company has
not accepted any deposits from the public during the financial year under review.
NUMBER OF MEETINGS OF THE BOARD:
During the financial year ended 31st March 2023, 5 (five)
meetings were held on, 06th April,2022, 27th May, 2022, 11th
August, 2022, 11th November, 2022 and 09th February, 2023. The
details of the attendance of the Directors at the Board and Committee meetings are
provided in the Corporate Governance Report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
Loans, Guarantees and Investments made under the provisions of Section
186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers)
Rules, 2014, as on March 31, 2023, if any, are set out in Note No: 14 & 7 to the
Standalone Financial Statements of the Company.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION:
There were no material changes or commitments, affecting the financial
position of the Company as on 3151 March, 2023 and upto the date of this
report, except for the following transactions:
a. Divestment (Sale/Transfer) Of Shares Held In Its Material
Subsidiary:
Jetking Technologies Private Limited '("JTPL") (formerly
known as 'Jetking Skill Development Private Limited') was the wholly owned subsidiary of
the Company. On account of Transfer/Sale of 6670 shares by the Company held in JTPL w.e.f
27th March, 2023 JTPL ceased to be to be wholly owned subsidiary of the Company
from the date of transfer.
The Shareholding of the Company Before and After Divestment of Shares
in Jetking Technologies Private Limited is tabulated below:
Pre-Divestment
of Shares |
Post
Divestment of Shares |
Number of Shares |
% of Holding |
Number of Shares |
% of Holding |
11911 |
100% |
5241 |
44% |
b. Adoption of new line of business and consequent change in the Main
Objects of the Company:
As the Company needed to manage office space for its owned properties,
it understood the demand of the Co-working Business for which the Company received
overwhelming response of such business and expected decent cashflow from the said line of
business. Accordingly, the Company proposed and passed a resolution in its Board meeting
held on 22nd May, 2023, subject to the approval of Shareholders in the ensuing
Annual General Meeting, to alter the Main object of the Company by adding the following
object which shall be in line with the other Business item of the Company.
"To establish, operate, provide, undertake, develop, manage,
promote, own, organise, conduct, or wind up, facilities management and services in
relation to fully or partly furnished, staffed and equipped or otherwise, property,
premises, buildings, commercial premises, including one more individual offices, and
offering ancillary business services, space management and communications infrastructure
(including video and audio conferencing facilities), building maintenance, administration
and contract management, provide facilities for serviced offices , business centers,
coworking and shared office spaces, meeting and training rooms and virtual offices on
Company's owned or rented premises directly or through specialised agencies in India or
abroad."
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
All Related party transactions that were entered into during the year
were in the ordinary course of business and on an arm's length basis. The Audit Committee
of the Company has given its in-principal approval to different types of related party
transactions that are recurring in nature and in the ordinary course of business. As per
Accounting Standard (AS) 24 on 'Related Party Disclosures', the details of related party
transactions entered into by the Company are included in the Notes to Accounts.
The Policy on Related Party Transactions has been published on the
Company's website under the 'Investors' section at https://www.jetking.com/investors
Further, none of these contracts/arrangements/transactions with related
parties could be considered material in nature as per Regulation 23 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015. Thereby disclosure in 'Form
AOC 2' is not required in this regard.
However, only approval from the shareholder of the company was taken on
18th March 2023 w.r.t the below- mentioned transactions with related parties
which are material in nature as per Regulation 23 of SEBI ((Listing Obligations and
Disclosure Requirements) Obligations and Disclosure Requirements) Regulations, 2015 and
also outside the purview of ordinary course of business: -
1. Purchase of property from the relatives of Mr. Nand Bharwani, Vice
Chairman and Non- Executive Director of the Company.
2. Purchase of property from Mr. Harsh Bharwani, Whole-Time Director
and Chief Executive Officer of the Company jointly with Mr. Avinash Bharwani, Whole-Time
Director of the Company.
The Management had provided the Audit Committee with the relevant
details, as required under law, of the proposed RPTs including material terms and basis of
pricing. The Audit Committee, after reviewing all necessary information, had granted
approval for entering the above-mentioned RPTs.
Also, necessary approval from members was taken through Postal Ballot
on 18th March 2023.
RISK MANAGEMENT:
As per provisions of the Companies Act, 2013 and as part of good
Corporate Governance, the Company has laid down the procedures to inform to the Board
about the risk assessment and minimization procedures and the Board shall be responsible
for framing, implementing and monitoring the risk management plans for the Company.
The main objective is to ensure sustainable business growth with
stability and to promote a pro-active approach in reporting, evaluating and resolving
risks associated with the business.
The Audit Committee of the Company has periodically reviewed the
various risk associated with business of the Company. Such review includes risk
identification, evaluation and mitigation of the risk.
ESTABLISHMENT OF VIGIL MECHANISM:
The Company has a Vigil Mechanism in place to enable the employees and
various other stakeholders to report serious concerns and matters to the Management.
Details of this mechanism are mentioned in the Corporate Governance Report and also in the
Whistle Blower Policy published on the website of the Company under the 'Investors'
section at https://www.jetking.com/investors.
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis of the financial conditions, future
outlook and results of the operations of the Company for the financial year under review,
as stipulated under Regulation 34 (2) (e) of SEBI (LODR) Regulations, 2015 is presented in
separate section forming part of the Annual Report.
SUBSIDIARY, JOINT VENTURES AND ASSOCIATE COMPANIES:
Your Company had one wholly owned subsidiary named 'Jetking
Technologies Private Limited' (Formerly known as 'Jetking Skill Development Private
Limited'). The name of the wholly owned subsidiary company was changed vide certificate
received from Registrar of Companies, Mumbai with effect from 09th November,
2022 as the management was of the opinion that it will bring better result in terms of
increase in pace of growth and representation of the company in the Market and the changed
name shall reflect the nature of the business i.e. to provide end to end IT Solutions to
Corporates.
However, with effect from 27th March 2023, Jetking
Technologies Private Limited' (Formerly known as 'Jetking Skill Development Private
Limited') ceased to be wholly owned subsidiary on account of Transfer/Sale of 6670 shares
held in Jetking Technologies Private Limited.
The Shareholding of the Company Before and After Divestment of Shares
in Jetking Technologies Private Limited is tabulated below:
Pre-Divestment
of Shares |
Post
Divestment of Shares |
Number of Shares |
% of Holding |
Number of Shares |
% of Holding |
11911 |
100% |
5241 |
44% |
The Statement containing salient features of the financial statement of
associate companies pursuant to first proviso to sub-section (3) of section 129 read with
rule 5 of Companies (Accounts) Rules, 2014 has been given under Annexure - 1.
STATUTORY AUDITORS:
M/s. PYS & Co. LLP Chartered Accountants (Firm Registration No.
012388S/S200048) who were appointed as the Statutory Auditors of the Company at the 37th
Annual General Meeting ('AGM') held on 29th September, 2021 will continue to
hold the office until the conclusion of the Annual General Meeting of the Company to be
held in the year 2026 for the financial year ended March 31,2026.
There is no qualification, reservation, adverse remark, disclaimer or
modified opinion in the Auditors' Report, which calls for any further comments or
explanations.
COST AUDITOR:
The Central Government of India has not specified the maintenance of
the cost records under sub-section (1) of section 148 of the Act for any of the products
of the company. Accordingly, during the financial year under review, maintenance of Cost
Records and Cost Audit was not applicable to the Company.
SECRETARIAL AUDITOR:
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and the rules made thereunder, the Company has appointed M/s. AVS & Associates,
Company Secretaries to undertake the Secretarial Audit of the Company for the Financial
Year 2022-23. Secretarial Audit Report for the Financial Year 2022-23 as issued by them in
the prescribed Form MR-3 is annexed to this Report as Annexure 2.
The said Secretarial Audit Report does not contain any qualification,
reservation or adverse remark for the financial year under review.
INTERNAL AUDIT (IA):
M/s. Divatia and Mehta, Chartered Accountants, have been appointed as
the Internal Auditors of the Company. Audit Committee provides direction and monitors the
effectiveness of the Internal Audit function. The scope of internal audit extends to
in-depth audit of accounting & finance, revenue and receivables, purchases, capital
expenditure, statutory compliances, HR, payroll and administration etc. The Internal
Auditors report to the Audit Committee and present their report on quarterly basis. The
Audit Committee reviews the report presented by the internal auditors and takes necessary
actions to close the gaps identified in a timely manner.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:
As your Company is into service industry, the activities of the Company
are not energy intensive. However, your Company recognizes the necessity of conservation
of energy and technology absorption, though it is not practical to quantify the same in
monetary terms.
In terms of research, development and innovation, it is Company's
constant endeavor to be more efficient in providing services and encourages innovation in
its day-to-day practices.
DETAIL OF FRAUD AS PER AUDITORS REPORT:
During the year under review, neither the Statutory Auditors nor the
Secretarial Auditor has reported to the Board or Audit Committee, as required under
Section 134 (3) (ca) and 143(12) of the Companies Act, 2013, any instances of frauds
committed against the Company by its officers or employees, the details of which would
need to be mentioned in this Report.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
Foreign Exchange Earnings and Outgo during the Financial Year under
review is given below (on accrual basis):
(i) Foreign Exchange Earnings : Rs. 188.54 Lakhs
(ii) Foreign Exchange Outgo : Rs. 32.98 Lakhs
MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF
ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:
Pursuant to the provisions of the Companies Act, 2013 and the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, as amended from time to
time, the Board has carried out an annual performance evaluation of its own performance as
well as of its committees thereof and of the Directors individually. The manner in which
the evaluation has been carried out has been covered in the Corporate Governance Report.
Further, to comply with the requirements of Regulation 25 (4) of SEBI
(LODR) Regulations, 2015, the Independent Directors evaluated the performance of Chairman,
Non-Independent Directors and Board as a whole in their meeting held on 09th
February, 2023.
FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS:
In compliance with the requirements of Regulation 25(7) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, the Company has put in
place a Familiarization Programme for the Independent Directors to familiarize them with
the Company, their roles, rights, responsibilities in the Company, nature of the industry
in which the Company operates, business model etc. The details of training and
familiarization Programme have been provided under the Corporate Governance Report.
PARTICULARS OF EMPLOYEES:
The total employee strength of the Company as on March 31,2023 stood at
216.
The disclosures on managerial remuneration as required under Rule 5 (1)
of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are
provided in Annexure 3 appended to the Directors' Report.
In accordance with the provisions of Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules 2014, the names and other
particulars of employees who were in receipt of remuneration of Rs.1 Crore and 2 Lakhs or
more per annum, (if employed throughout the financial year) and employees who were in
receipt of Rs.8.5 Lakhs or more per month (if employed for part of the year) need to be
disclosed in the Board report. However, there are no such employees who were in receipt of
remuneration as provided under Rule 5(2) above.
ANNUAL RETURN:
The Annual Return of the Company as on 31st March, 2023 in
Form MGT - 7 in accordance with Section 92 (3) of the Act read with the Companies
(Management and Administration) Rules, 2014, is available on the website of the Company at
https://www.jetking.com/investors
SECRETARIAL STANDARDS:
The Company has complied with the applicable provisions of Secretarial
Standards issued by the Institute of Company Secretaries of India.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to Section 134(3) (C) of the Companies Act 2013, the Directors
of your Company confirm that:
1. In the preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to material
departures.
2. Appropriate accounting policies have been selected and applied
consistently, and reasonable and prudent judgments and estimates have been made so as to
give a true and fair view of the state of affairs of the Company as at 31st
March 2023 and of the loss of the Company for the year ended 3151 March 2023.
3. Proper and sufficient care has been taken 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.
4. The annual accounts have been prepared on a going concern basis.
5. Internal financial controls for ensuring the orderly and efficient
conduct of the business, safeguarding the Company's assets, the prevention and detection
of frauds and errors, accuracy and completeness of the accounting records and the timely
preparation of reliable financial information etc. are in place and that such internal
financial controls are adequate and were operating effectively.
6. Proper systems are in place to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.
CORPORATE GOVERNANCE:
The Company is committed to maintain the highest standards of Corporate
Governance and adhere to the Corporate Governance requirements set out by SEBI. The
Company has implemented several best Corporate Governance Practices as prevalent globally.
In compliance with Regulation 34 and Schedule V of SEBI (LODR)
Regulations, 2015, report on the Corporate Governance is annexed as Annexure 4 and forms
part of the Annual Report.
LISTING OF EQUITY SHARES:
The equity shares of your Company are listed at the BSE Limited (BSE).
The Company has paid the Annual Listing Fees to BSE for the Financial Year 2022-23.
APPOINTMENTS, RETIREMENTS AND RESIGNATIONS OF THE DIRECTORS AND KMP:
Mr. Harsh Suresh Bharwani (DIN: 02020253),Whole Time Director of the
Company was also appointed as a Chief Executive Officer of the Company in the Board
meeting dated 27th May, 2022 with effect from 27th May, 2022.
Further, he has been re-appointed as a Whole-time Director for a period of 3 years w.e.f.
31st August, 2023 to 30th August, 2026 vide Board meeting dated 22nd
May, 2023, liable to retire by rotation, subject to members approval in the ensuing Annual
General Meeting.
Mr. Avinash Suresh Bharwani (DIN: 00981105) was appointed as an
Additional Director (Executive and Whole time Director) of the Company in the Board
meeting held on 11th August, 2022 with effect from 11th August, 2022
and the same was regularized in the Annual General Meeting of the Company held on 14th
September, 2022 to hold office for a period of 3 (Three) years from 11th
August, 2022 to 10th August, 2025, liable to retire by rotation.
Mr. Nilesh Bhogilal Gandhi (DIN: 03570656) was appointed as an
Additional Director (Non - Executive in the capacity of Independent Director) of the
Company in the Board meeting held on 11th August, 2022 with effect from 11th
August, 2022 and the same was regularized in the Annual General Meeting of the Company
held on 14th September, 2022 to hold office for a period of 5 (Five)
consecutive years from 11th August, 2022 to 10th August, 2027 and
shall not be liable to retire by rotation.
In terms of the applicable provisions of the Companies Act, 2013 and
the Articles of Association of the Company, Mr. Nand Bharwani (DIN: 00618386), will retire
by rotation at ensuing Annual General Meeting and, being eligible, has offered himself for
re-appointment.
Mr. Pritesh Jhaveri (Membership no. ACS 51446), had relinquished his
office as a Company Secretary and Compliance officer of the Company w.e.f 05th
June, 2023.
Mr. Deepesh Shah (Membership no. ACS 52042) has been appointed as the
Company Secretary and Compliance Officer in Whole Time Employment of the Company and Key
Managerial Personnel with effect from 01st July, 2023 by the Board of Directors
at their Board meeting held on 22nd May, 2023.
The Independent Directors of your Company - Mr. Surjit Banga, Mr. Manoj
Mandavgane, Mr. Mehul Kuwadia, Mrs. Swati Bhatt and Mr. Nilesh Gandhi have confirmed and
declared that they meet the criteria for continuing as the Independent Directors on the
Board of the Company.
DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received necessary declaration from each Independent
Director under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of
independence laid down in Section 149 (6) of the Companies Act, 2013 along with
declaration received pursuant to sub rule (3) of Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014. They have also furnished the declaration pursuant
to Regulation 25(8) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations affirming compliance to the criteria of Independence as provided under
Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations. The Independent Directors have individually confirmed that they are not aware
of any circumstances or situation, which exist or may be reasonably anticipated, that
could impair or impact their ability to discharge their duties with an objective
independent judgment and without any external influence. Based on the declarations and
confirmations of the Independent Directors and after undertaking due assessment of the
veracity of the same, the Board of Directors recorded their opinion that all the
Independent Directors are independent of the Management and have fulfilled all the
conditions as specified under the governing provisions of the Companies Act, 2013 and the
(Listing Obligations and Disclosure Requirements) Regulations.
Further, the Independent Directors have also confirmed that they have
complied with the Company's code of conduct.
CODE OF CONDUCT:
The Board of Directors has approved a Code of Conduct which is
applicable to the Members of the Board and specified employees in the course of day-to-day
business operations of the Company. The Company believes in "Zero Tolerance"
against bribery, corruption and unethical dealings/behavior in any form and the Board has
laid down certain directives to counter such acts. Such code of conduct has also been
placed on the Company's website. The Code lays down the standard procedure of business
conduct which is expected to be followed by the Directors and the designated employees in
their business dealings and in particular on matters relating to integrity in the work
place, in business practices and in dealing with stakeholders. The Code gives guidance
through examples on the expected behavior from an employee in a given situation and the
reporting structure. All the Board Members and the Senior Management Personnel have
confirmed compliance with the Code. A declaration to this effect signed by the Whole Time
Directors of the Company appears elsewhere in this Annual Report.
STATEMENT OF BOARD OF DIRECTORS:
The Board of Directors of the Company are of the opinion that all the
Independent Directors of the Company including new appointment possesses highest standard
of integrity, relevant expertise and experience required to best serve the interest of the
Company.
DECLARATION BY THE COMPANY:
None of the Directors of the Company are disqualified from being
appointed as Directors as specified in Section 164(2) of the Act read with Rule 14 of the
Companies (Appointment and Qualifications of Directors) Rules, 2014.
COMMITTEES OF THE BOARD:
The Board currently has Three (3) mandatory committees under the
Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 namely:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders Relationship Committee
All the recommendations of the above Committee's have been accepted by
the Board. A detailed update on the Board, its committees, its composition, detailed
charter including terms of reference of various Board Committees, number of board and
committee meetings held and attendance of the directors at each meeting is provided in the
Corporate Governance Report, which forms part of this Annual Report.
COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
Pursuant to the provisions of Section 178 of the Act and Regulation 19
of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and on the
recommendation of the Nomination & Remuneration Committee, the Board has adopted the
Nomination & Remuneration Policy for selection and appointment of Directors, Senior
Management including Key Managerial Personnel (KMP) and their remuneration. The details of
Remuneration Policy are stated in the Corporate Governance Report.
The details of this policy have been placed on the website of the
Company at https://www.jetking.com/investors.
INTERNAL FINANCIAL CONTROLS:
The Company's internal control system commensurate with the nature of
its business and the size and complexity of its operations. These are routinely tested and
certified by the Statutory as well as Internal Auditors. Significant audit observations
and follow-up action thereon are reported to the Audit Committee. The Audit Committee
reviews the adequacy and effectiveness of the Company's internal control environment and
monitors the implementation of audit recommendations, including those relating to
strengthening of the Company's risk management policies.
INVESTOR EDUCATION AND PROTECTION FUND ('IEPF'):
Pursuant to the applicable provisions of the Companies Act, 2013, read
with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("the
IEPF Rules"), all unpaid or unclaimed dividends are required to be transferred by the
Company to the IEPF established by the Government of India, after the completion of seven
years. Further, according to the IEPF Rules, the shares on which dividend has not been
paid or claimed by the shareholders for seven consecutive years or more shall also be
transferred to the demat account of the IEPF Authority. During the year, the Company has
transferred the unclaimed and unpaid dividend of Rs. 2,08,966/- to IEPF Authority.
Further, corresponding shares on which dividend were unclaimed for seven consecutive years
were transferred to IEPF Authority as per the requirements of the IEPF Rules. Year-wise
amounts of unpaid / unclaimed dividends lying in the unpaid account up to the year, and
the corresponding shares, which are liable to be transferred are provided in the Corporate
Governance Report and are also available on the Company's website at www.jetking.com.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS:
There are no significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and the Company's operations in
future.
DISCLOSURE UNDER 'THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has in place, the 'Sexual Harassment at the Workplace
(Prevention and Redressal) Policy' in line with the requirements of 'The Sexual Harassment
of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013. An Internal
Complaints Committee i.e. Jetking Sexual Harassment Redressal Committee (JSHRC) has been
set up to redress complaints on sexual harassment. The Company affirms that during the
year under review, no cases were filed under the said Act by any of its woman employees
before Committee.
GENERAL:
i. The Managing Director of the Company has not received any
remuneration or commission from the associate company. Further the Company doesn't have
any Holding Company.
ii. The Company has not issued equity shares with differential rights
as to dividend, voting or otherwise;
iii. The Company has not issued any sweat equity shares to its
directors or employees.
iv. During the year under review, neither the Statutory Auditors nor
the Secretarial Auditor have reported to the Board or Audit Committee, as required under
Section 134 (3) (ca) and 143(12) of the Companies Act, 2013, any instances of frauds
committed against the Company by its officers or employees, the details of which would
need to be mentioned in this Report.
v. During the year, the Company does not issue any ESOP scheme for its
employees/Directors. Further, the Company has not issued any sweat equity shares or shares
having differential voting rights.
vi. There was no change in the nature of business of the Company during
the financial year.
vii. Considering the first proviso to Section 136(1) of the Companies
Act, 2013, the Annual Report is being sent to the members of the Company and others
entitled thereto. Any shareholder interested in obtaining a copy thereof, may write to the
Company Secretary in this regard.
ACKNOWLEDGEMENT:
Your directors wish to express their gratitude to the Bankers,
Financial Institutions, Government Authorities, Customers,
Vendors, Consultants, advisors and Members for their direct and
indirect co-operation and look forward to their
continued support in the future.
|
For and on behalf of Board of Directors |
|
|
Sd/- |
Sd/- |
|
Suresh G. Bharwani |
Siddarth S. Bharwani |
|
Chairman |
Wholetime Director and CFO |
|
DIN: 00667104 |
DIN: 02020370 |
Place: Mumbai Date: 08th August, 2023 |
|
|
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