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Punctual Trading Ltd. Annual Report 2021

Sep 3, 2021

62889_rns_2021-09-03_43918bd8-a0c5-4a2d-b1e9-622968eac505.pdf

Annual Report

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PUNCTUAL TRADING LIMITED

11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai 400 021 Tel. No. : 022-61155300 Email : [email protected] CIN : L67120MH1986PLC039919.

03/09/2021

The Secretary ,

The Bombay Stock Exchange Limited Dalal Street, Fort, Mumbai – 400 001

Re : Script Code 512461

Subject : Disclosure under Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015.

Dear Sir / Madam,

Please find attached the Annual Report of the Company for the financial year 2020-21. The same will be approved and adopted at the 35[th] Annual General Meeting of the members of the Company to be held on Thursday 30.09.2021.

Please acknowledge the receipt.

Thanking You,

Yours Faithfully,

For PUNCTUAL TRADING LIMITED

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Director Deepa Bhavsar DIN : 07167937

PUNCTUAL TRADING LIMITED

35[TH]

ANNUAL REPORT FINANCIAL YEAR 2020-21

Registered office: 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021 CIN : L67120MH1986PLC039919

ANNUAL REPORT - 2020-21

CONTENT OF ANNUAL REPORT:

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S.No. Particulars
1. Corporate Information
2. Notice
3. Details of the Directors proposed to be appointed /re
appointed
4. Route Map of the Venue
5. Board of Director’s Report
6. Form No. AOC-2
7. Policy on Directors’ Appointment and Remuneration
8. Particulars of Employees
9. CEO/CFO Certification
10. Secretarial Audit Report
-
11. MGT 9 Extract of Annual Return
12. Management Discussion & Analysis Report
13. Independent Auditor’s Report
14. Audited Financial Statement And Notes
15. Declaration By Executive Director And CFO
16. Form of Proxy
17. Attendance Slip
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ANNUAL REPORT - 2020-21

Corporate Information:

BOARD OF DIRECTORS

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Name of Director Category of Director
Mr. Manoj Sidhakaran Whole Time Director
Dadhich
Ms. Deepa Rupesh Bhavsar Non Executive and Non Independent
Director
Mr. Nikunj Hasmukh Shah Non Executive and Independent Director
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COMPANY SECRETARY AND COMPLIANCE OFFICER

Ms. Sonia Omprakash Chhajer

CHIEF FINANCIAL OFFICER

Mr. Rohitkumar Mishra

STATUTORY AUDITORS

M/s. H.H. Bandukwala & Co. Chartered Accountants 2[nd] Floor, Abhishek Building, 91, Abdul Rehman Street, Mumbai - 400003

REGISTRAR AND TRANSFER AGENT (RTA)

Link Intime India Pvt. Ltd, C-101, 247 Park, LBS Marg, Vikhroli West, Mumbai, Maharashtra, 400083

REGISTERED OFFICE

11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021 Tel : 022-61155200 Email id : [email protected]

SECRETARIAL AUDITOR

M/s. Pusalkar & Co., Company Secretaries Practicing Company Secretaries

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ANNUAL REPORT - 2020-21

NOTICE

TO ALL MEMBERS OF PUNCTUAL TRADING LIMITED

NOTICE is hereby given that the THIRTY FIFTH (35TH) ANNUAL GENERAL MEETING of PUNCTUAL TRADING LIMITED (CIN: L67120MH1986PLC039919), will be held on Thursday, 30th September, 2021, at 1.00 p.m. at the registered office of the Company at 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021, to transact the following business:

ORDINARY BUSINESS:

1. TO RECEIVE, CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR 2020-21 AND THE REPORTS OF THE BOARD OF DIRECTORS AND THE AUDITOR THEREON.

To consider and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution:

“RESOLVED THAT the Audited financial statements of the Company for the financial year ended March 31, 2021, along with the reports of the Board of Directors and Auditors thereon, be and are hereby considered, approved and adopted.”

2. TO APPOINT A DIRECTOR IN PLACE OF MS. DEEPA BHAVSAR (DIN:07167937), WHO RETIRES BY ROTATION IN TERMS OF SECTION 152(6) OF THE COMPANIES ACT, 2013 AND BEING ELIGIBLE, OFFERS HERSELF FOR RE-APPOINTMENT.

To consider and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution:

“RESOLVED THAT Ms. Deepa Bhavsar (DIN:07167937), whose period of office is liable to determination by retirement of Directors by rotation, and who has offered herself for reappointment, be and is hereby re-appointed as a Director of the Company, whose period of office is liable to determination by retirement of directors by rotation”

3. TO CONSIDER AND APPROVE APPOINTMENT OF AUDITOR TO FILL A CASUAL VACANCY:

To consider and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution:

RESOLVED THAT pursuant to the provisions of Section 139(8), 142 and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modifications, or re-enactments thereof for the time being in force), the appointment of M/s. SVP & Associates, Chartered Accountants, (ICAI Registration no. 003838N), Mumbai be and are hereby appointed as the Statutory Auditor of the Company to fill the casual vacancy caused by the resignation of M/s. H.H. Bandukwala & Co, Chartered Accountants Mumbai (ICAI Registration No. 100965W) to hold office from 31[st] August, 2021, till the conclusion of this 35[th ] Annual General Meeting, at such remuneration plus out-of-pocket expenses and applicable taxes, as may be fixed by the Board of Directors of the Company, be and is hereby approved.”

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ANNUAL REPORT - 2020-21

4. TO CONSIDER AND APPROVE APPOINTMENT OF STATUTORY AUDITORS:

To consider and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution:

RESOLVED THAT pursuant to the provisions of Section 139, 142 and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modifications, or re-enactments thereof for the time being in force), M/s. SVP & Associates, Chartered Accountants, (ICAI Registration no. 003838N) be and are hereby appointed as the Statutory Auditor of the Company for a term of five consecutive years to hold office from the conclusion of this 35[th] Annual General Meeting till the conclusion of 40[th] Annual General Meeting, at such remuneration plus out-of-pocket expenses and applicable taxes, as may be fixed by the Board of Directors of the Company.”

SPECIAL BUSINESS:

5. ADOPTION OF NEW SET OF ARTICLES OF ASSOCIATION AS PER THE PROVISIONS OF COMPANIES ACT, 2013

To consider and if thought fit, to pass with or without modification, the following resolution as a Special Resolution:

“RESOLVED BY WAY OF SPECIAL RESOLUTION THAT pursuant to the provisions of Section 14 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Incorporation) Rules, 2014, as may be amended, from time to time, the draft set of Articles of Association of the Company as per Companies Act, 2013, a copy of which is placed before the meeting, be and is hereby approved and adopted as the new Articles of Association of the Company, in substitution of the existing Articles of Association of the Company.

RESOLVED FURTHER THAT Mr. Manoj Sidhakaran Dadhich, or Mrs. Deepa Bhavsar, Director of the Company, or Ms. Sonia Omprakash Chhajer, Company Secretary, be and are hereby authorized severally or jointly to do all acts, deeds, matters and things as may be deemed necessary to give effect to this resolution.

RESOLVED FURTHER THAT a certify true copy of the resolution may be given to the concerned department(s)/authority(ies)/party(ies) etc.”

6. APPOINTMENT OF MR. NIKUNJ HASMUKH SHAH (DIN: 00597216) AS AN INDEPENDENT DIRECTOR (NON-EXECUTIVE) OF THE COMPANY.

To consider and, if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution :-

“RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 (“The Act”) and the rules made thereunder read with schedule IV of the Act, as amended from time to time, Mr. Nikunj Hasmukh Shah (DIN: 00597216) who was appointed as an Independent Director of the Company and whose 1[st] terms of office expired on 29.09.2020 has been appointed as Independent Director of the Company at this Annual General Meeting and in respect to whom the

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ANNUAL REPORT - 2020-21

Company has received a notice in writing from member under section 160 of the Companies Act, 2013 proposing his candidature for the office of Director and who has submitted a Declaration that he meets the criteria for independence as provided in section 149(6) of the Act, be and is hereby appointed as an Independent Director of the Company to hold the office for a term of five (5) consecutive years commencing from 30[th] September, 2020 and whose office shall not be subject to the retire by rotation so long he remains an independent director.”

By Order of the Board For PUNCTUAL TRADING LIMITED Sd/MANOJ SIDHAKARAN DADHICH WHOLE TIME DIRECTOR DIN: 00374923

Place: Mumbai Date: 31[st] August, 2021

Notes:

  1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT ONE OR MORE PROXIES TO ATTEND AND VOTE (ONLY ON POLL) INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE DULY COMPLETED AND SIGNED PROXY FORM SHOULD REACH THE REGISTERED OFFICE OF THE COMPANY, NOT LESS THAN FORTY EIGHT HOURS BEFORE THE SCHEDULED TIME OF THE ANNUAL GENERAL MEETING .

A PERSON CAN ACT AS A PROXY ON BEHALF OF MEMBERS NOT EXCEEDING FIFTY AND HOLDING IN THE AGGREGATE NOT MORE THAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS. A MEMBER HOLDING MORE THAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS MAY APPOINT A SINGLE PERSON AS PROXY FOR ANY OTHER PERSON ORSHAREHOLDER.

  1. The Statement pursuant to Section 102(1) of the Companies Act, 2013 relating to Special Businesses to be transacted at the Meeting is annexed hereto.

  2. M/s. H.H. Bandukwala & Co, Chartered Accountants Mumbai (ICAI Registration No.100965W), existing Statutory Auditors have tendered their resignation from the position of Statutory Auditors on 31[st] August, 2021 due to their pre-occupation, resulting into a casual vacancy in the office of Statutory Auditors of the Company as envisaged by section 139(8) of the Companies Act, 2013 ("Act"). Accordingly, the Audit Committee, the Board of Directors of the Company have recommended that M/s. SVP & Associates, Chartered Accountants, (ICAI Registration no. 003838N), Mumbai may be appointed as the Statutory Auditor of the Company to fill the casual vacancy caused by the resignation of M/s. H.H. Bandukwala & Co, Chartered Accountants Mumbai (ICAI Registration No.100965W).

M/s. SVP & Associates, Chartered Accountants (ICAI Registration no. 003838N) have conveyed their consent to be appointed as the Statutory Auditors of the Company along with a confirmation that, their appointment, if made by the members, would be within the limits prescribed under the Companies Act, 2013. Accordingly, Ordinary Resolution is submitted to the meeting for the consideration and approval of

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members. None of the Directors, Key Managerial Persons or their relatives, in any way, concerned or interested in the said resolution.

Further, the Audit Committee, the Board of Directors of the Company recommended that M/s. SVP & Associates, Chartered Accountants, (ICAI Registration no. 003838N), Mumbai may also be appointed as the Statutory Auditor of the Company for a period of 5 (Five) years, from the conclusion of this Annual General Meeting till the conclusion of the 40[th] Annual General Meeting hereafter. M/s. SVP & Associates have conveyed their consent to be appointed as the Statutory Auditors of the Company along with a confirmation that, their appointment, if made by the members, would be within the limits prescribed under the Companies Act, 2013. Accordingly, Ordinary Resolution is submitted to the meeting for the consideration and approval of members. None of the Directors, Key Managerial Persons or their relatives, in any way, concerned or interested in the said resolution.

  1. Corporate Members: Corporate Members intending to send their authorized representatives are requested to send a duly certified copy of the Board Resolution authorizing the representatives to attend and vote at the Annual General Meeting.

  2. In terms of clause 1.2.5 of Secretarial Standards on General Meeting and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a brief resume of the directors proposed to be appointed/ reappointed at the meeting is enclosed.

  3. Pursuant to Section 91 of the Companies Act, 2013, the register of members and share transfer books will remain closed from 23[rd] September, 2021 to 30[th] September, 2021 (both days inclusive).

  4. The Register of Contracts or Arrangements in which Directors are interested, maintained under Section 189 of the Companies Act, 2013, will be available for inspection by the members at the Annual General Meeting.

  5. Members who have not registered their e-mail addresses so far are requested to register their e-mail ID with RTA of the Company / Depository Participant(s) for receiving all communication including Annual Report, Notices, Circulars etc. from the Company electronically.

  6. Members holding shares in physical form are requested to notify change in address, bank mandate and bank particulars for printing on the dividend warrants, if any, under their signatures to M/s. Link Intime India Pvt. Ltd, C-101, 247 Park, LBS Marg, Vikhroli West, Mumbai, Maharashtra, 400083.

  7. Nomination facility: Members can avail the facility of nomination in respect of shares held by them in physical form in accordance with the provisions of Section 72 of the Act. Members desiring to avail this facility may send their nomination in the prescribed Form No. SH - 13 duly filled in to RTA. The prescribed Form can be obtained from RTA. Members holding shares in electronic form may contact their Depository Participants for availing this facility.

  8. Transfer of shares permitted in demat form only: In terms of Regulation 40 of SEBI LODR, effective 1st April, 2019, except in case of transmission or transposition of securities, requests for effecting transfer of securities shall not be processed unless the securities

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ANNUAL REPORT - 2020-21

are held in the dematerialized form with a depository. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, all shareholders holding shares in physical form are requested to demat their shares at the earliest.

  1. SEBI has mandated submission of Permanent Account Number (PAN) and Bank Account details by every participant in securities market. The members who are yet to update their PAN and/or Bank Account details are requested to update the same at the earliest by submitting requisite details and documents to the Company / RTA. Members holding shares in physical form can submit the same to the Company / RTA and members holding shares in electronic form to their Depository Participants.

  2. In compliance with provisions of Regulation 44 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulations, 2015 and Section 108 of the Companies Act, 2013, read with the relevant rules of the Act, the Company is providing members the facility to cast their vote by electronic means. The detailed instructions for e-voting are annexed to this Notice.

  3. Members may also note that the Notice of the 35[th] Annual General Meeting and the Annual Report for the financial year 2020-21 will also be available on the Company’s website www.punctualtrading.com for their download. Even after registering for e- communication, members are entitled to receive such communication in physical form, upon making a request for the same, by post at free of cost.

  4. Members are required to bring their admission slip along-with copy of the Annual Report at the Annual General Meeting.

  5. In view of the COVID-19 pandemic, we have made arrangement of social distancing and members are requested to wear the mask while entering the venue for annual general meeting and maintain social distancing.

EVOTING INSTRUCTIONS:

Instructions for E-Voting and joining the Annual General Meeting online are as follows:

Pursuant to Section 108 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 and as amended, the Company is pleased to provide remote e-voting facility to enable them to cast their votes electronically on the resolutions mentioned in the Notice of the AGM of the Company scheduled to be held on 30[th] September, 2021 at 1:00 P.M. The Company has appointed M/s. Pusalkar & Co., Company Secretaries, as the Scrutinizer for conducting the remote e-voting process and e-voting during the AGM in a fair and transparent manner. The list of shareholders/ beneficial owners shall be reckoned on the equity shares as on 23[rd] September, 2021.

The Member(s) requiring any assistance with regard to use of technology for remote e-voting or voting at the AGM may contact Mr. Rajiv Ranjan (Assistant Vice-President) at the designated email ID: [email protected] or contact at 022-49186000.

The remote e-voting period will commence on 27[th] September, 2021 at 9.00 a.m. (IST) and ends on 29[th] September, 2021 at 5.00 p.m. (IST). During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of 23[rd] September, 2021, may cast their vote electronically. The remote e-voting module shall be disabled by Link Intime India Private Limited (“Link Intime”) for voting thereafter. Once

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ANNUAL REPORT - 2020-21

the vote on a resolution is cast by a Member, whether partially or otherwise, it shall not be allowed to change subsequently.

Voting has to be done for each item of the Notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as “ABSTAINED”.

Shareholders who have already voted prior to the meeting date would not be entitled to vote during the meeting.

Remote e-Voting Instructions for shareholders:

Remote e-Voting Instructions for shareholders post change in the Login mechanism for Individual shareholders holding securities in demat mode, pursuant to SEBI circular dated December 9, 2020:

Shareholders are advised to update their mobile number and email Id in their demat accounts to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode/ physical mode is given below:

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Type of shareholders Login Method
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Type of shareholders
Login Method
Type of shareholders
Login Method
Type of shareholders
Login Method


Individual
Shareholders
holding
securities
in
demat mode with NSDL



If you are already registered for NSDL IDeAS facility, please visit
the e-Services website of NSDL. Open web browser by typing
the following URL:https://eservices.nsdl.comeither on a
Personal Computer or on a mobile. Once the home page of e-
Services is launched, click on the “Beneficial Owner” icon
under “Login” which is available under ‘IDeAS’ section. A new
screen will open. You will have to enter your User ID and
Password.
After successful authentication, you will be able to see e-
Voting services. Click on “Access to e-Voting” under e-Voting
services and you will be able to see e-Voting page. Click on
company name or e-Voting service provider name and you
will be re-directed to e-Voting service provider website for
casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting.
If the user is not registered for IDeAS e-Services, option to
register is available athttps://eservices.nsdl.com. Select
“Register
Online
for
IDeAS
“Portal
or
click
at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
Visit the e-Voting website of NSDL. Open web browser by
typing the following URL:https://www.evoting.nsdl.com/ either
on a Personal Computer or on a mobile. Once the home page
of e-Voting system is launched, click on the icon “Login” which
is available under ‘Shareholder/Member’ section. A new
screen will open. You will have to enter your User ID (i.e. your
sixteen digit demat account number hold with NSDL),
Password/OTP and a Verification Code as shown on the
screen. After successful authentication, you will be redirected

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to NSDL Depository site wherein you can see e-Voting page.
Click on company name or e-Voting service provider name
and you will be redirected to e-Voting service provider website
for casting your vote during the remote e-Voting period or
joining virtual meeting & voting during the meeting.
Individual Shareholders  Existing user of who have opted for Easi / Easiest, they can
holding securities in login through their user id and password. Option will be made
demat mode with CDSL
available to reach e-Voting page without any further
authentication. The URL for users to login to Easi / Easiest
arehttps://web.cdslindia.com/myeasi/home/login or
www.cdslindia.com and click on New System Myeasi.
 After successful login of Easi / Easiest the user will be also able
to see the E Voting Menu. The Menu will have links of e-Voting
service provider i.e. NSDL, KARVY, LINK NTIME, CDSL. Click on e-
Voting service provider name to cast your vote.
 If the user is not registered for Easi/Easiest, option to register is
available
at https://web.cdslindia.com/myeasi./Registration/EasiRegistra
tion
 Alternatively, the user can directly access e-Voting page by
providing demat Account Number and PAN No. from a link
in www.cdslindia.com home page. The system will
authenticate the user by sending OTP on registered Mobile &
Email as recorded in the demat Account. After successful
authentication, user will be provided links for the respective ESP
where the E Voting is in progress.
Individual Shareholders  You can also login using the login credentials of your demat
(holding securities in account through your Depository Participant registered with
demat mode) & login NSDL/CDSL for e-Voting facility.
through their depository
participants  Once login, you will be able to see e-Voting option. Once you
click on e-Voting option, you will be redirected to NSDL/CDSL
Depository site after successful authentication, wherein you
can see e-Voting feature. Click on company name or e-Voting
service provider name and you will be redirected to e-Voting
service provider website for casting your vote during the
remote e-Voting period or joining virtual meeting & voting
during the meeting.
Individual Shareholders
holding securities in 1. Open the internet browser and launch the URL:
Physical mode & evoting https://instavote.linkintime.co.in
service Provider is
LINKINTIME. ▶ Click on “Sign Up” under ‘SHARE HOLDER’ tab and register with your
following details: -
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ANNUAL REPORT - 2020-21

A. User ID:Shareholders/ members holding shares inphysical form
shall provideEvent No + Folio Number registered with the
Company.
B. PAN:Enter your 10-digit Permanent Account Number (PAN)
(Members who have not updated their PAN with the
Depository Participant (DP)/ Company shall use the sequence
number provided to you, if applicable.
C. DOB/DOI:Enter the Date of Birth (DOB) / Date of Incorporation
(DOI) (As recorded with your DP / Company - in DD/MM/YYYY
format)
D. Bank Account Number:Enter your Bank Account Number (last
four digits), as recorded with your DP/Company.

Shareholders/ members holding shares inphysical formbut
have not recorded ‘C’ and ‘D’, shall provide their Folio number
in ‘D’ above
Set the password of your choice (The password should contain
minimum 8 characters, at least one special Character (@!#$&), at
least one numeral, at least one alphabet and at least one capital
letter).
Click “confirm” (Your password is now generated).
2. Click on ‘Login’ under
‘SHARE HOLDER’tab.
3.Enter your User ID, Password and Image Verification (CAPTCHA)
Code and click on
‘Submit’.
4
.After successful login, you will be able to see the notification for e-
voting. Select
‘View’icon.
5. E-voting page will appear.
6. Refer the Resolution description and cast your vote by selecting
your desired option
‘Favour / Against’(If you wish to view the entire
Resolution details, click on the
‘View Resolution’file link).
7. After selecting the desired option i.e. Favour / Against, click on
‘Submit’.A confirmation box will be displayed. If you wish to confirm
your vote, click on
‘Yes’,*else to change your vote, click on ‘No’ and
accordinglymodify your vote.

Institutional shareholders:

Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting system of LIIPL at https://instavote.linkintime.co.in and register themselves as ‘Custodian / Mutual Fund / Corporate Body’ . They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the ‘Custodian / Mutual Fund / Corporate Body’ login for the Scrutinizer to verify the same.

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Individual Shareholders holding securities in Physical mode & E-voting service Provider is LINKINTIME, have forgotten the password:

  • Click on ‘Login’ under ‘SHARE HOLDER’ tab and further Click ‘forgot password?’

  • Enter User ID, select Mode and Enter Image Verification (CAPTCHA) Code and Click on ‘Submit’.

  • In case shareholders/ members is having valid email address, Password will be sent to his / her registered e-mail address.

• Shareholders/ members can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above.

• The password should contain minimum 8 characters, at least one special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

Individual Shareholders holding securities in demat mode with NSDL/ CDSL have forgotten the password:

• Shareholders/ members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned depository/ depository participants website.

  • It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

  • For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.

  • During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.

Helpdesk for Individual Shareholders holding securities in demat mode:

In case shareholders/ members holding securities in demat mode have any technical issues related to login through Depository i.e. NSDL/ CDSL, they may contact the respective helpdesk given below:

Login type Helpdesk details
Individual
Shareholders
holding
securities in demat mode with
NSDL
Members facing any technical issue in login can contact
NSDL helpdesk by sending a request [email protected] or
call at toll free no.: 1800 1020 990 and 1800 22 44 30
Individual Shareholders holding
securities in demat mode with
CDSL
Members facing any technical issue in login can contact
CDSL
helpdesk
by
sending
a
request
at
[email protected] or contact at 022-23058738
or 22-23058542-43.

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders & E-voting service Provider is LINKINTIME.

In case shareholders/ members holding securities in physical mode/ Institutional shareholders have any queries regarding e-voting, they may refer the Frequently Asked Questions (‘FAQs’)

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ANNUAL REPORT - 2020-21

and InstaVote e-Voting manual available at https://instavote.linkintime.co.in, under Help section or send an email to [email protected] or contact on: - Tel: 022 –4918 6000.

InstaVote Support Desk Link Intime India Private Limited

FOR ATTENTION OF SHAREHOLDERS

  1. Those Members, who hold shares in physical form or who have not registered their email address with the Company and who wish to participate in the AGM or cast their vote through remote e-Voting or through the e-Voting system during the meeting, may obtain the login ID and password by sending scanned copy of (i) a signed request letter mentioning the name, folio number and complete address; and (ii) self-attested scanned copy of the PAN Card and any document (such as Driving Licence, Bank Statement, Election Card, Passport, Aadhar Card) in support of the address of the Member as registered with the Company; to the email address of the Company [email protected].

In case shares are held in demat mode, Members may obtain the login ID and password by sending scanned copy of (i) a signed request letter mentioning your name, DP ID-Client ID (16 digit DP ID + Client ID or 16 digit beneficiary ID); (ii) self-attested scanned copy of client master or Consolidated Demat Account statement; and (iii) self-attested scanned copy of the PAN Card, to the email address of the Company [email protected].

  1. Members are requested to immediately notify to the Registrar any change in their address, in respect of equity shares held in physical mode and to their depository participants (DPs) in respect of equity shares held in dematerialised form.

  2. As per provisions of the Companies Act, 2013 read with relevant Rules thereof, facility for making nominations is available to individuals holding shares in the Company. Members holding shares in physical form may obtain Nomination Form No. SH-13 from the Company's RTA. Members holding shares in electronic form are required to approach their DPs for the nomination.

  3. The Company's equity shares are compulsorily traded in dematerialised form by all investors Shareholders are requested to get the shares dematerialised in their own interest.

  4. The Company has created an Email Id. ‘[email protected], which is being used exclusively for the purpose of redressing the complaints of the investors.

  5. Members should quote their Folio No. / DP Id-Client Id, email addresses, telephone / fax numbers to get a prompt reply to their communications.

  6. The Notice of AGM along with the explanatory statement and other related documents are available at the website of the Company. The relevant documents w.r.t. the resolution shall be open and accessible for inspection by shareholder / investor at registered office of the Company on any working day except holidays.

  7. The Scrutinizer shall after the conclusion of e-Voting at the AGM, first download the votes cast at the AGM and thereafter unblock the votes cast through remote e-Voting and shall make a consolidated scrutinizer’s report of the total votes cast in favour or against, invalid votes, if any, and whether the resolutions have been carried or not, and such Report shall then be sent to the Chairman or a person authorized by him, within 48 (forty eight) hours from the

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conclusion of the AGM, who shall then countersign and declare the result of the voting forthwith. Subject to receipt of requisite number of votes, the Resolutions proposed in the Notice shall be deemed to be passed on the date of the AGM, i.e. 30[th] September, 2021.

  1. Members who wish to inspect the documents referred to in this Notice of AGM and explanatory statement on the date of AGM in electronic mode can send an email to [email protected].

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

ITEM NO. 5:ADOPTION OF NEW SET OF ARTICLES OF ASSOCIATION AS PER THE PROVISIONS OF COMPANIES ACT, 2013

The present Articles of Association of the Company are based on the provisions of the Companies Act, 1956. Consequent to the notification and applicability of large number of Sections of the Act and Rules framed there under, it has become necessary to alter the existing Articles of Association of the Company to be in line with the new Act. The Board of Directors considered this matter in its meeting held on 31[st] August, 2021 and decided to adopt a new set of Articles of Association and replace the existing Articles of Association. A copy of draft Articles is available at the registered office of the Company. As per section 14 of the Act, approval of the shareholders of the Company by way of a special resolution is required for alteration of Articles of Association of the Company.

In view of above, you are requested to grant your consent to the special resolution as set out in the notice dated 31[st] August, 2021 of the Company.

None of the Directors, Key Managerial Personnel or their relatives are in any way, concerned or interested, financially or otherwise, in this resolution.

ITEM NO. 6:APPOINTMENT OF MR. NIKUNJ HASMUKH SHAH (DIN: 00597216) AS AN INDEPENDENT DIRECTOR (NON-EXECUTIVE) OF THE COMPANY.

The Board of Directors had resolved that Mr. Nikunj Hasmukh Shah (DIN: 00597216), whose 1st Term as an Independent director had expired on 29[th] September, 2020 and has been appointed as an Independent Director of the Company for further period of 5 years (2nd Term) w.e.f. 30.09.2020. As per the provisions of Section 161(1) of the Companies Act, 2013 (“the Act”), Mr. Nikunj Hasmukh Shah can hold office only up to the date of this Annual General Meeting. The Company has received a notice in writing under Section 160(1) of the Act proposing his name as a Director.

Mr. Nikunj Hasmukh Shah (DIN: 00597216)have given the declaration to the Board that he meet the criteria of the Independence as provided in section 149(6) of the Companies Act, 2013. In the opinion of the board, he fulfill the conditions as specified in the Act, and Rules made thereunder for appointment as an Independent Director.

The terms and conditions of appointment of above Director shall be open for the inspection by the Members at the registered office of the company an any working day during business hours of the company upto the date of Annual General Meeting.

The brief profiles of the Independent director to be appointed are given below:

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Mr. Nikunj Hasmukh Shah, aged 60 years, is a Commerce Graduate by profession and having rich experience of the various Industries and taxation

The Board considers that appointment of Mr. Nikunj Hasmukh Shah, as an Independent Directors of the Company would be in the interest of the Company. Accordingly, the Board recommends his appointed as an Independent Directors of the Company for a period of 5 (five) years with effect from the 29[th] September, 2020 and whose office shall not be liable to retirement of rotation.

Your Board recommends passing the proposed Resolution given in the resolution no. 6 as a Special Resolution.

By Order of the Board For PUNCTUAL TRADING LIMITED Sd/Manoj Sidhakaran Dadhich Whole Time Director DIN: 00374923

Place: Mumbai Date: 31[st] August, 2021

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Annexure I

Details of the directors proposed to be appointed / re-appointed as per clause 1.2.5 of Secretarial Standards on General Meeting.

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----- Start of picture text -----

Name of the Director Ms. Deepa Bhavsar Mr. NikunjHasmukh Shah
Age 47 years 60 years
Date of Appointment 29.05.2015 31.03.2015
Expertise in specific functional She is Advocate and has He is Commerce Graduate
area/ brief resume experience of more then 20 by education. He is having
years in the field of Legal more than 35 years of
matters. Experience in the field of
Taxation.
Qualification LL.B B.Com
No. of equity shares held in the Nil Nil
Company
Directorships in other listed Ridhi Synthetics Ltd Ridhi Synthetics Ltd
entities and membership of Devinsu Trading Ltd Devinsu Trading Ltd
committees of the board Satyam Silk Mills Ltd Satyam Silk Mills Ltd
Directorships in other unlisted NIL Techfab (India) Industries
entities and membership/ Limited
chairmanship of committees of
the board
Number of Meetings of the Board 4 (four) Board Meeting 4 (four) Board Meeting
attended during the year
Relationship between Directors None None
inter se,
Manager and other Key
Managerial Personnel.
Terms and conditions of Liable to retire by rotation Appointed for a term of 5
-
appointment/ re appointment years.
Remuneration last drawn Not Applicable Not Applicable
Remuneration proposed to be Sitting fee for attending Sitting fee for attending
paid Board and Committee Board and Committee
meetings as may be meetings as may be
decided by the Board from decided by the Board from
time to time but not time to time but not
exceeding the limits exceeding the limits
specified under the specified under the
Companies Act, 2013. Companies Act, 2013.
DIN 07167937 00597216
Category of directorship & Non-executive/ non- Non-executive,
designation promoter, non-independent Independent Director
woman Director.
----- End of picture text -----

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ROUTE MAP OF THE VENUE

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BOARD OF DIRECTOR’S REPORT

TO THE MEMBERS , PUNCTUAL TRADING LIMITED

Your Directors have pleasure in submitting their 35[th] Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31[st ] March, 2021.

1. FINANCIAL RESULTS

The Company’s financial performance for the year under review along with previous year’s figures are given hereunder:

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(Audited) (Amount in Rs. Lakhs)
Particulars Financial Year Financial Year
ended 31.03.2021 ended 31.03.2020
Total Revenue 78.60 140.31
Profit before Interest, Tax & Depreciation 10.52 72.96
Less: Depreciation 0.79 0.84
Profit before Tax 9.73 72.12
Profit before Tax after Extraordinary Items 9.73 72.12
Tax 1.23 3.45
Profit after tax but before exceptional item 8.51 68.66
Exceptional Item 1.01 (0.01)
Net profit 7.49 68.67
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2. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

The total revenue of the financial year 2020-2021is Rs. 78.60 Lakhs and the total revenue of the Previous financial year 2019-2020 was Rs. 140.31 Lakhs. During the Year, the Company was in profit after tax of Rs. 8.51 Lakhs against the Profit after tax of previous year of Rs. 68.66 Lakhs. However, the Board is confident that Company will be able to generate profit in near future.

3. RESULT OF OPERATIONS AND THE STATE OF THE COMPANY’S AFFAIRS

The Company is presently engaged in activities of investment in shares and securities and renting of immovable properties.

4. THE CHANGE IN THE NATURE OF BUSINESS, IF ANY

There was no change in the nature of business of the Company during the year.

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5. DIVIDEND

In order to conserve resources for the development of business of the Company, no Dividend is being proposed for the current financial year.

6. CHANGE IN CAPITAL STRUCTURE

During the year under review, there has been no any change in the paid Capital of the Company. The paid-up capital of the Company stood at 10,00,000 equity Shares of Rs. 10/each.

7. TRANSFER TO GENERAL RESERVE

During the year under review, your directors have not transferred any amount to general reserves except the profit for the financial year 2020-21.

8. TRANSFER AMOUNT TO INVESTOR EDUCATION & PROTECTION FUND

As per the provisions of Section 125 of the Companies Act, 2013, deposits / dividend remaining unclaimed for a period of seven years from the date they become due for payment have to be transferred to Investor Education & Protection Fund (IEPF) established by the Central Government.

During the year under review, there has been no any unclaimed deposit/dividend remaining to transfer.

9. PUBLIC DEPOSITS

During the Financial Year 2020-21, your Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014 as amended upto date.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Your Company is managed and controlled by a Board comprising an optimum blend of Executives and Non-Executive Professional Directors. Ms. Deepa Bhavsar (DIN: 07167937), Director, retires at this Annual General Meeting and being eligible offers herself for reappointment.

The Board of Directors had resolved that Mr. Nikunj Hasmukh Shah (DIN: 00597216), whose 1[st ] Term as an Independent director had expired on 29.09.2020 and has been appointed as an Independent Director of the Company for further period of 5 years (2nd Term) w.e.f. 30.09.2020.

Mr. Nikunj Hasmukh Shah (DIN: 00597216) have given the declaration to the Board that he meet the criteria of the Independence as provided in section 149(6) of the Companies Act, 2013. In the opinion of the board, he fulfill the conditions as specified in the Act, and Rules made thereunder for appointment as an Independent Director.

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All the Directors possess the requisite qualifications and experience in general corporate Management, finance, banking and other allied fields which enable them to contribute effectively to the Company in their capacity as Directors of the Company.

The Composition of the Board of Directors as on March 31, 2021 as follows:

Name Category Designation Date of
appointm
ent
Directorship
in other
Listed
Companies
Chairmanship
of
Committees
of Board of
other
Companies
Membership
of
Committees
of Boards of
other
companies
Mr.
Manoj
Sidhakaran
Dadhich
Executive and
Non
Independent
Director
Whole Time
Director
10th
September,
2003
- - -
Ms.
Deepa
Rupesh
Bhavar
Non Executive
and Non
Independent
Director
Non
Executive
Director
28thMay,
2015
3 2 3
Mr. Nikunj
Hasmukh
Shah
Non Executive
and
Independent
Director
Independent
Director
31stMarch,
2015
3 2 3

11. KEY MANAGERIAL PERSONNEL(S) (KMP)

Pursuant to Section 203 of the Companies Act, 2013 read with The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, In addition to Managing Director, the Company has employed the Company Secretary and Chief Financial Officer of the Company as Key Managerial Personnel.

Following were the KMP during the Financial Year ended 31[st] March, 2021

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Name and Designation Date of change
Mr. Rajan Arvind Sawant – Whole Time Director -
Ms. Sonia Omprakash Chhajer – Company Secretary and -
Compliance officer
Mr. Rohitkumar Mishra– Chief Financial officer -
----- End of picture text -----

12. COMMITTEES OF THE BOARD

Following are the Committees of the Board of Director during the year ended 31[st] March, 2021:

  • Audit Committee

  • Nomination & Remuneration Committee

  • Stakeholder Relationship Committee

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13. A STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTOR APPOINTED DURING THE YEAR.

No Independent Director was appointed during the financial year 2020-21.

14. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its responsibility Statement:—

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the directors had 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 and loss of the company for that period;

(c) the directors had taken proper and sufficient care for 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;

(d) the directors had prepared the annual accounts on a going concern basis; and

(e) 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. 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.

15. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report as stipulated under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2018 (“SEBI LODR Regulations”) is given separately forming part of this Annual Report.

16. REPORT ON CORPORATE GOVERNANCE

Since the paid up capital of the Company is less than Rs. 10.00 Crore and Net Worth of the Company is less than Rs. 25.00 Cr, the Provisions of Corporate Governance are not applicable on the Company in terms of Securities and Exchange Board of India (Listing Obligation and Disclosure requirement) Regulations, 2015.

17. AUDITORS

(i) Statutory Auditors

M/s. H.H. Bandukwala & Co, Chartered Accountants Mumbai (ICAI Registration No. 100965W), existing Statutory Auditors have tendered their resignation from the position of Statutory Auditors on 31[st] August, 2021 due to their pre occupation, resulting into a casual vacancy in

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the office of Statutory Auditors of the Company as envisaged by section 139(8) of the Companies Act, 2013 ("Act"). Accordingly, the Audit Committee, the Board of Directors of the Company have recommended that M/s. SVP & Associates, Chartered Accountants, (ICAI Registration no. 003838N), Mumbai may be appointed as the Statutory Auditor of the Company to fill the casual vacancy caused by the resignation of M/s. H.H. Bandukwala & Co, Chartered Accountants Mumbai.

M/s. SVP & Associates, Chartered Accountants (ICAI Registration no. 003838N) have conveyed their consent to be appointed as the Statutory Auditors of the Company along with a confirmation that, their appointment, if made by the members, would be within the limits prescribed under the Companies Act, 2013. Accordingly, Ordinary Resolution is submitted to the meeting for the consideration and approval of members. None of the Directors, Key Managerial Persons or their relatives, in any way, concerned or interested in the said resolution.

Further, the Audit Committee, the Board of Directors of the Company recommended that M/s. SVP & Associates, Chartered Accountants, (ICAI Registration no. 003838n), Mumbai may also be appointed as the Statutory Auditor of the Company for a period of 5 (Five) years, from the conclusion of this Annual General Meeting till the conclusion of the 40[th] Annual General Meeting hereafter. M/s. SVP & Associates have conveyed their consent to be appointed as the Statutory Auditors of the Company along with a confirmation that, their appointment, if made by the members, would be within the limits prescribed under the Companies Act, 2013. Accordingly, Ordinary Resolution is submitted to the meeting for the consideration and approval of members. None of the Directors, Key Managerial Persons or their relatives, in any way, concerned or interested in the said resolution.

(ii) Secretarial Auditor & the Secretarial Audit Report

Mr. Harshad Pusalkar prop of M/s Pusalkar & Co., Practicing Company Secretary (Firm Unique Code S2020MH771800) was appointed as Secretarial Auditor by the Board of Directors for the financial year 2020-21 and his report is attached separately to this report. The Board ensures the Compliances with respect to observation mentioned in the report in the future.

18. INTERNAL AUDIT

In accordance with provisions of section 138 of the Companies Act, 2013 and rules framed thereunder, your Company has appointed M/s. S. Sharda & Associates, Chartered Accountants as an Internal Auditors of the Company for the Financial year 2020-21 and takes their suggestions and recommendations to improve and strengthen the Internal Control Systems.

19. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors or Secretarial Auditors or Internal Auditor of the Company have not reported any frauds to the Audit Committee or to the Board of Directors under Section 143(12) of the Companies Act, 2013, including rules made thereunder.

20. COMPLAINCE WITH SECRETRIAL STANDARDS

The Board of Directors affirms that the Company has complied with the applicable Secretarial Standard issued by the Institute of Company Secretaries of India (ICSI) {SS 1 and SS2}

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respectively relating to meetings of Board and Committees which have mandatory applications.

21. 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.

a) Impact of COVID-19 on Operations of Business

Due to the impact of COVID19 and in accordance with various initiatives and directions of both central and State(s) Government from time to time including Janta Curfew and subsequent nationwide lock down, the operations of the Company were suspended at its office from March 22, 2020, which has impacted a bit the operations of the Company during the financial year 2020-21.

b) Material Impact of COVID-19 on Capital and Financial Position

As regards financial resources, the financial aid, if received would definitely help us to survive in near future. This will affect the profitability for the year 2021-22 which is at lower level due to the impact of COVID-19 lockdown. None of our Assets got impaired due to COVID -19 effects till date.

22. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The disclosures required to be made under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption is not applicable to the Company as the Company is not involved in any manufacturing processing.

The Company mainly engaged in the renting and investment activities. Foreign exchange earnings and outgo of the Company are Nil during the financial year 2020-21.

23. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable on your Company.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.

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25. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

Disclosure in Form AOC2 is furnished as an annexure to this report with respect to contract or arrangements made with related parties as defined under Section 188 of the Companies Act, 2013 during the year under review.

26. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS IN THEIR REPORTS

There were no qualification, reservation or adverse remarks made by the either by the Auditors.

27. COMPANY’S POLICY RELATING TO DIRECTORS’ APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The Company has formulated a policy known as Nomination and Remuneration Policy to govern the appointment and payment of remuneration to directors and KMPs. The said policy is available on website www.punctualtrading.com.

28. ANNUAL RETURN

Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of Section 92 of the Companies Act 2013, read with Rule 12 of the Companies(Management and Administration) Rules, 2014, the relevant extract of the Annual Return as at 31st March, 2021 is set out as an Annexure to this Report. The Extract of Annual Return for the Financial Year ended 31st March, 2021 is also available on the Company’s website www.punctualtrading.com.

29. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW

The Company held 4 (Four) Board meetings during the financial year under review on following dates.

21[st] July, 2020

15[th] September, 2020

12[th] November, 2020

  • 13[th] February, 2021

30. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint venture or Associate Company during the financial year 2020-21.

31. DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify

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themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

32. RISK MANAGEMENT POLICY

Pursuant to Section 134(3)(n) of the Companies Act, 2013, the Company has developed and implement the Risk Management Policy for the Company including identification therein of elements of risk, if any, which is in the opinion of the Board may threaten the existence of the Company. These are discussed at the meeting of the Audit Committee and the Board of Directors of the Company.

At present, the Company has not identified any element of risk which may threaten the existence of the Company.

33. DISCLOSURE OF COMPOSITION OF COMMITTEE AND PROVIDING VIGIL MECHANISM

The Company has established a vigil mechanism and overseas through the Audit committee, the genuine concerns expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee for reporting issues concerning the interests of co employees and the Company. The Whistle Blower Policy is available on the website of the company viz., www.punctualtrading.com.

34. SHARES

a. BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

b . SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

c. BONUS SHARES

No Bonus Shares were issued during the year under review.

d. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

35. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has a formal system of internal control testing which examines the operational effectiveness to ensure reliability of financial and operational information and all statutory / regulatory compliances. The Company has a strong monitoring and reporting process resulting in financial discipline and accountability.

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36. 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

No significant and material orders have been passed by the regulators or courts or tribunals, impacting the going concern status and company’s operations in future.

37. HUMAN RESOURCES

There are no employees as on date on the rolls of the Company who are in receipt of Remuneration which requires disclosures under Section 134 of the Companies Act, 2013 and Companies (Particulars of Employees) Rules, 1975. During the year under review, relationship with the employees is cordial.

38. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has always believed in providing a safe and harassment free workplace for every individual working in the premises of the Company. Your Company always endeavours to create and provide an environment that is free from discrimination and harassment including sexual harassment.

In view of the same, your Company has adopted a policy on prevention, prohibition and redressal of Sexual Harassment at Workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed there under for prevention and redressal of complaints of sexual harassment at workplace.

During the year under review, your Company has not received any complaint from any of its employee, hence, no complaint is outstanding for redressal.

39. FORMAL ANNUAL EVALUATION

The Nomination and Remuneration Committee of the Company has formulated Evaluation Policy during the year, which was approved by the Board of Directors. The Policy provides for evaluation of the Board, the Committee of the Board and individual Directors, including the Chairman of the Board.

The policy provides that evaluation of the performance of the Board as a whole, Board Committees and Directors shall be carried out on an annual basis.

40. FAMILIARISATION PROGRAM

The company regularly communicates with all Independent Directors to provide detailed understanding of the activities of the company including specific projects either at the meeting of the Board of Directors or otherwise. The induction process is designed to build an understanding of the company’s business and the markets to equip the Directors to perform their role on the Board effectively. Independent Directors are also taken through various business situations, nature of the industry, business model etc by way of presentations and discussions. The details of directors induction and familiarisation are available on the company’s website at www.punctualtrading.com.

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41. DISCLOSURES BY DIRECTORS

The Board of Directors have submitted notice of interest in Form MBP 1 under Section 184(1) as well as intimation by directors in Form DIR 8 under Section 164(2) and declarations as to compliance with the Code of Conduct of the Company.

42. 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.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/Sd/-

MANOJ SIDHAKARAN DADHICH DEEPA RUPESH BHAVAR WHOLE TIME DIRECTOR DIRECTOR DIN: 00374923 DIN:07167937

Date : Mumbai Place: 31[st] August, 2021

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Particulars under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014:

A. DISCLOSURE OF PARTICULARS WITH RESPECT

  • TO CONSERVATION OF ENERGY

2020-21 2019-20 Electricity Units Consumed - - Total amount - - Rate/Unit - - Own generation Through Diesel Generator Unit per Liter of Diesel Oil - - Rate per Unit - - Consumption per unit of Production Per tone of Production -- B. TECHNOLOGY ABSORPTION Technology Absorption - -

C. FOREIGN EXCHANGE EARNINGS & OUTGO i. Foreign Exchange Earnings -- ii. Foreign Exchange Outgo --

Form No. 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 subsection (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

  1. Details of contracts or arrangements or transactions not on an arm’s length basis:

No Transaction Exists

  1. Details of material contracts or arrangement or transactions on an arm’s length basis:

No Transaction Exists

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Policy on Directors’ Appointment and Remuneration

The Board shall have minimum 3 and Maximum 12 Directors

The Nomination and Remuneration Committee of your company has laid down criteria and qualification for appointment of Directors and Key Managerial Personnel. The person for such appointment should possess adequate qualification, expertise, experience and integrity.

The Managing Director and the Whole-time Director of the Company is entitled to monthly remuneration in the manner prescribed under the Companies Act, 2013 and subject to the overall ceiling specified in Section 198 of the Act. All other Directors are entitled to sitting fees for attending the meetings of the Board of Directors and its Committees subject to the ceiling as specified in Section 198 of the Companies Act, 2013.

PARTICULARS OF EMPLOYEES

Information required with respect to Section 197(12) of the Companies Act, 2013 Read With Rule 5(1) Of The Companies (Appointment And Remuneration Of Managerial Personnel) Rules, 2014

(i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year under review

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----- Start of picture text -----

Name of Director/ KMP Remuneration Ratio of Directors Percentage
(In Rs. Lakhs) Remuneration to Increase in
Median Remuneration Remuneration
Mr. Manoj Sidhakaran Dadhich 7.93 - -
Mr. Rohitkumar Mishra 6.36 - -
Ms. Sonia Omprakash Chhajer 2.40 - -
- - -
Other Director/KMP
----- End of picture text -----

(ii) The Median Remuneration of Employees is Rs. In lakhs 6.36.

(iii) The Company has 3 Employees on the rolls of Company as on 31[st] March, 2021 out of which 3 (three) are Permanent Employees.

(iv) During the Year 2020-21, Salary of our KMPs was increased. (v) Affirmation that the remuneration is as per the remuneration policy of the Company.

The Company affirms that the remuneration is as per the remuneration policy of the Company.

Information required with respect to Section 197(12) of the Companies Act, 2013 Read With Rule 5(2) Of The Companies (Appointment And Remuneration Of Managerial Personnel) Rules, 2014

None of the employee drawn remuneration more than of Rs. 1 Crore 2 Lakh per annum or Rs. 8.50 Lakh per month if any part of the year. Hence the provision of Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of The Companies (Appointment and Remuneration Of Managerial Personnel) Rules, 2014 are not applicable for the period under review.

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CEO/CFO CERTIFICATION

To,

The Board of Directors Punctual Trading Limited

I, Rohitkumar Mishra, the Chief Financial Officer (CFO) of the Company do here by certify to the Board that:

  1. We have reviewed financial statements and the cash flow statement for the year ending 31st March, 2021 and that to the best of their knowledge and belief:

(i) These statements do not contain any materially untrue statement or omit any material factor contain statements that might be misleading;

(ii) These statements together present a true and fair view of the company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

  1. There are, to the best of our knowledge and belief, no transactions entered into by the company during the year which are fraudulent, illegal or violative of the company’s code of conduct.

  2. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of internal control systems of the company pertaining to financial reporting and we have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

  3. We have indicated to the auditors and the Audit committee:

(i) Significant changes in internal control over financial reporting during the year;

(ii) Significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; and

(iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the company’s internal control system over financial reporting;

For PUNCTUAL TRADING LIMITED SD/ROHITKUMAR MISHRA CHIEF FINANCIAL OFFICER

Date: 31[st] August, 2021 Place: Mumbai

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Form No. MGT-9 EXTRACT OF ANNUAL RETURN as on the financial year ended on March 31, 2021

[Pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS :

  • i. CIN: L67120MH1986PLC039919

  • ii. Registration Date: 27/05/1986

  • iii. Name of the Company: Punctual Trading Limited

  • iv. Category / Sub-Category of the Company: Company Limited by shares / Indian NonGovernment Company

  • v. Address of the Registered office and contact details: 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021 , Tel: 022-61155200 , Email: [email protected]

Website : www.punctualtrading.com

  • vi. Whether listed Company : Yes

vii. Name, Address and Contact details of Registrar and Transfer Agent, if any:

Link Intime India Pvt. Ltd, C-101, 247 Park, LBS Marg, Vikhroli West, Mumbai, Maharashtra,400083

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated:-

Sl.
No.
Name and Description of main
products / services
NIC Code of the Product /
service
% to total turnover of the
company
1. Other 9971702 100.00

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

S.
No
. NAME AND
ADDRESS OF THE
COMPANY
CIN/GLN HOLDING/
SUBSIDIARY/
ASSOCIATE
% of shares
held
Applicable
Section
1 - - - - -

IV SHAREHOLDING PATTERN (Equity Share Capital Break up as % of Total Equity) As per “ Annexure A” attached herewith

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----- Start of picture text -----

No. of Shares held at the beginning of No. of Shares held at the end of the %
i. Category- wise the year i.e 31.03.2021 year I. e. 31.03.2020 Chan
Share Holding % of ge
% of
Category of Physica Total during
Demat Physical Total Total Demat Total
Shareholders l Share the
Shares
s year
A. Promoters
1. Indian
A Individuals /
Hindu
77800 - 77800 7.78 77800 - 77800 7.78 -
Undivided
Family
B Central
Government
/ State - - - - - - - - -
Governments(
s)
C Bodies
- 60630 60630 6.06 - 60630 60630 6.06 -
Corporate
D Financial
Institutions / - - - - - - - - -
Banks
E Others - - - - - - - - -
Sub-Total (A) (1) 77800 60630 138430 13.84 77800 60630 138430 13.84 -
2. Foreign - - - - - - - - -
A Individuals /
Hindu
Undivided - - - - - - - - -
Family
B Central
Government
/ State - - - - - - - - -
Governments(
s)
C Bodies
Corporate - - - - - - - - -
D Financial
Institutions / - - - - - - - - -
Banks
E Others - Trust - - - - - - - - -
Sub-Total (A) (2) - - - - - - - - -
Total Shareholding
of Promoter and
77800 60630 138430 13.84 77800 60630 138430 13.84 -
Promoter Group
(A)
B. Public Shareholding
1. Institutions
Sub-Total (B) (1) - - - - - - - - -
2. Non-
Institutions
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----- Start of picture text -----

i. Category- wise No. of Shares held at the beginning of No. of Shares held at the end of the %
Share Holding the year i.e 31.03.2021 year I. e. 31.03.2020 Chan
A Bodies -
- 1500 1500 0.15 - 1500 1500 0.15
Corporate
B Individuals –
I Individual
shareholders
holding - 750070 750070 75.01 - 750070 750070 75.01 -
nominal
share capital
upto1 lakh<br>ii. Individual<br>shareholders<br>holding<br>nominal<br>- 110000 110000 11.00 - 110000 110000 11.00 -<br>share capital<br>in<br>excess of 1
lakh
Sub-total (B) (2) - 861570 861570 86.16 - 861570 861570 86.16 -
Total Public - -
Shareholding 861570 861570 86.16 - 861570 861570 86.16
(B) = (B)(1)+(B)(2)
TOTAL (A)+(B) 77800 922200 1000000 100.00 77800 922200 1000000 100.00 -
C. Shares held
by
Custodians
and
against which - - - - - - - - -
Depository
Receipts have
been issued
GRAND TOTAL
77800 922200 1000000 100.00 77800 922200 1000000 100.00 -
(A)+(B)+(C)
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ii. Shareholding of Promoters

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----- Start of picture text -----

Shareholding at the beginning of the Shareholding at the end of the year
% change
year 31.03.2021 31.03.2020
in
Sl. % of Shares
Shareholder’s % of total % of Shares % of total Share-
No Pledged/
Name No.of Shares of Pledged/ No.of Shares of holding
. encumbered
Shares the encumbered Shares the during the
to total
company To total shares company year
shares
1. Satyapal Jaikumar
300 0.03 - 300 0.03
Jain
2. Laxmi Jain 25500 2.55 - 25500 2.55 - -
3. Rina Virendra Jain 26000 2.60 - 26000 2.60 - -
4. Sushma Anand
26000 2.60 - 26000 2.60 - -
Jain
5. Sparsh Trading Pvt
4500 0.45 - 4500 0.45
Ltd
6. Kasturi Trading Co
6130 0.61 - 6130 0.61
Pvt Ltd
7. Kamakshi Trading
50000 5.00 - 50000 5.00
Co Pvt Ltd
Total 138430 13.84 138430 13.84 - -
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iii. Change in Promoters’ Shareholding (please specify, if there is no change)

iii. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

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Shareholding at the Cumulative
beginning of the year Shareholding end of
Sr. 31.03.2021 the year 31-03-2020
N Top 10 Shareholders % of total % of total
o. No. of shares No. of shares
shares of the Shares of the
company company
1
2
3
4
5
6
7
8
9
10
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v. Shareholding of Directors and Key Managerial Personnel:

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----- Start of picture text -----

Shareholding at the Cumulative
Folio/ beginning of the Shareholding
Sr. Benefi year during the year
Name of the
N ciary Date Reason % of total % of total
Shareholder
o. Accou No. of shares No. of shares
nt no shares of the shares of the
company company
- - - - - - - -
- - - - - -
- - - - - -
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V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding / accrued but not due for payment - NIL

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

No Remuneration was paid to either Managing Director

A. Remuneration to Managing Director, Whole-time Directors and / or Manager:

Sr.
N
o.
Particulars of Remuneration Name of WTD
Amt in Rs. lakhs
Total
Amount in
Lakhs
Gross salary Manoj
Sidhakaran
Dadhich
(a) Salary as per provisions contained in
Section 17(1) of the Income-tax Act, 1961
7.93 7.93
(b) Value of perquisites u/s 17(2) of the
Incometax Act, 1961
- -
(c) Profits in lieu of salary under Section 17(3)
of the Income tax Act, 1961
- -
Stock Option - -
Sweat Equity - -
Commission- as % of profit - -
Others, Allowances - -
Total (A) 7.93 7.93
Ceiling as per the Act (@ 10% of profits
calculated under Section 198 of the
Companies Act, 2013)
- -

B. Remuneration to other directors:

No Remuneration was paid to any of the Independent Directors

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C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD ( Rs. in lakhs)

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----- Start of picture text -----

Sr.
Particulars of Remuneration Key Managerial Personnel (amt in Lakhs)
No.
Gross salary CFO Company Total
Secretary
(a) Salary as per provisions contained in 6.36 2.40 8.76
-
Section 17(1) of the Income tax Act, 1961
(b) Value of perquisites u/s 17(2) of the - - -
Incometax Act, 1961
(c) Profits in lieu of salary under Section - - -
17(3) of the Income tax Act, 1961
- - -
Stock Option
- - -
Sweat Equity
Commission - - -
-
as % of profit
- - -
Others, Allowances
Total 6.36 2.40 8.76
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VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

There were no penalties, punishment or compounding of offences during the year ended March 31, 2021.

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MANAGEMENT DISCUSSION & ANALYSIS REPORT

We herewith submit the Management Discussion & Analysis Report on the business of the Company for the year ended 31st March, 2021. In this we have attempted to include discussion on all the specified matters to the extent relevant or within limits that in our opinion are imposed by the Company's own competitive position.

COMPANY & INDUSTRY STRUCTURE

The Company is presently engaged in renting business of immovable properties and also invest in Shares and securities for non operating income.

REVIEW OF OPERATIONS

A summary of major performance indicators is given below, while the detailed and physical performance may be viewed from the Balance Sheet and Profit & Loss Account and the Annexures thereto.


res thereto.
2020-21 2019-20
(Rs in Lakhs) (Rs in Lakhs)
Total revenue
78.60
65.38
Net Profit
7.49
68.67

The outbreak of COVID-19 virus continues to spread across the globe including India and has caused significant disruption of businesses including our Company. Initially, the Company had to shutdown its Working Facilities. The Corporate office in Mumbai has been also shut down following nationwide lockdown by the Government of India in the last week of March 2020, which to some extent impacted in financial results for the quarter but did not materially impact the financial results for the year ended 31st March 2021.

In Assessing the recoverbility of Company assests such as Investment, Trade receivable etc. The Company has considered internal and external information upto date of approval of these financial results and expects to recover the carrying amount of the assests. However, the management will continues to closely monitor the evolving situation and assess its impact on the operations of the Company. The actual effects of COVID-19 could be different from what is presently assessed and would be known only in due course of time.

OUTLOOK

The unprecedented scale of the impact of COVID-19 on Indian real estate renting business can be gauged from the fact that the sector has incurred a huge loss since the pandemic broke out. The pandemic resulted in a serious liquidity crunch for the real estate developers. The credit shortage brought down the residential sales in 2020-21 across the top seven cities of India. However, hopes have been revived that the upcoming year will prove to be good for the industry.

ENVIRONMENT & SAFETY

The Company is conscious of the need for environmentally, clean and safe operations. Our industry is not a polluting one. The Company’s policy requires that all operations be

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conducted in such a way as to ensure safety of all concerned, compliance of statutory and industrial requirement for environment protection and conservation of natural resources.

This company policy includes the measures to mitigate the spread of coronavirus and to follow all rules diligently, to sustain a healthy and safe workplace in this unique environment.

This coronavirus (COVID-19) company policy is susceptible to changes with the introduction of additional governmental guidelines.

OTHER MATTERS

Despite the adverse conditions, Management is making efforts for the speedy recovery of business operations. Internal control system had been found to be adequate and is continuously reviewed for further improvement. Our team is committed to the Board’s dictates on standards of conduct as well as good governance and exercise of due diligence including compliances of all relevant laws and regulations. Our appreciation is due to all employees and gratefulness to our Board, shareholders, financial institutions/Banks and other stakeholders.

CAUTIONARY STATEMENT

Statements in this “Management Discussion & Analysis” which seek to describe the company’s objectives, projections, estimates, expectations or predictions may be considered to be forward looking statements within the meaning of applicable Laws and Regulations.

Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the company’s operations include global and Indian demand – supply conditions, finished goods prices, stock availability and prices, cyclical demand and pricing in the company’s markets, changes in the government regulations, tax regimes, economic developments within India and countries with which the company conducts business besides other factors, such as litigation and other labour negotiations.

FOR PUNCTUAL TRADING LIMITED SD/MANOJ SIDHAKARAN DADHICH WHOLE TIME DIRECTOR

Date: 31[st] August, 2021 Place: Mumbai

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Independent Auditors’ Report

To The Shareholders Of Punctual Trading Limited

Report on Financial Statements

We have audited the accompanying Financial Statements of Punctual Trading Limited (“the Company”) which comprise the Balance Sheet as at 31[st] March 2021, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

The Company’s Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (‘the act’) with respect to the preparation of these Financial statements that give a true and fair view of the financial position and financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with rule 7 of Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; design, implementation and maintenance of adequate internal financial controls, that are operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at 31[st] March, 2021, its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements.

  1. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A statement on the matters Specified in paragraphs 3 and 4 of the Order, to the extent applicable.

  2. As required by section 143(3) of the Act, we further report that:

  3. (a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

  4. (b) in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

  5. (c) the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

  6. (d) in our opinion, the aforesaid financial statements comply with the applicable Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules 2014.

  7. (e) on the basis of written representations received from the directors as on March 31, 2021, and taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2021, from being appointed as a director in terms of Section 164(2) of the Act.

  8. (f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure B.

  9. (g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

    • (i) The Company does not have any pending litigations which would impact its financial position

    • (ii) The Company did not have any long-term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not arise

    • (iii) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund.

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For H.H. Bandukwala & Co. Chartered Accountants

Firm’s Registration No.: 100965W

Sd/-

Hatim Bandukwala Partner Membership No.: 016940 Mumbai. Dated: 16-06-2021

UDIN - 21016940AAAABT5228

Annexure “A” to The Independent Auditors’ Report to the members of Punctual Trading Ltd.

(The Annexure referred to in paragraph1under the heading “Report on Other Legal and Regulatory Requirements” of our report of even date).

  1. In respect of fixed assets:

  2. (a) The Company has maintained proper records showing full particulars including quantitative details and the situation of its fixed assets.

  3. (b) The fixed assets have been physically verified by the Management during the year in accordance with a regular programme of verification which, in our opinion, provides for physical verification of the fixed asset at reasonable intervals. According to the information and explanation given to us, no material discrepancies were noticed on such verification.

  4. (c) According to the information and explanation given to us the title deeds of immovable properties are held in the name of the company.

  5. In respect of inventories:

No inventories were held by the Company throughout the year.

  1. The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the Register maintained under section 189 of the Companies Act 2013.

  2. In our opinion and according to the information and explanation given to us, provisions of section 185 and 186 of the Companies Act, 2013 have been complied with in respect of loans, investments, guarantees, and security.

  3. The Company has not accepted deposits from the public.

  4. According to the information and explanation given to us, maintenance of cost audit records has not been specified by the Central Government.

  5. In respect of statutory dues :

  6. (a) According to the records of the Company, it is regular in depositing with appropriate authorities undisputed amount of Provident Fund, Investor Education Protection Fund, Employees State Insurance, Income Tax, Goods & Service Tax, Custom Duty, Cess and other statutory dues applicable to it and according to the information and explanation

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given to us, no undisputed amounts payable were outstanding as at 31[st] March, 2021 for a period of more than six months from the date they became payable.

  • (b) There are no dues of Income Tax, Goods & Service Tax, Wealth Tax, Custom Duty etc. which have not been deposited on account of any dispute.

  • According to the information and explanations given by the management, the Company has not taken any borrowings from financial institutions, banks, Government and not issued any debenture. Therefore the provisions of clause (viii) of paragraph 3 of the Order are not applicable to the Company.

  • To the best of our knowledge and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

  • According to the information and explanation given to us, the provisions of section 197 read with Schedule V to the Companies Act are not applicable to the managerial remuneration paid by the Company.

  • According to the information and explanation given to us, there were no transactions with the related parties during the year.

  • According to the information and explanation given to us, the Company has not entered into any non-cash transactions with directors or persons connected with him.

For H.H. Bandukwala & Co. Chartered Accountants

Firm’s Registration No.: 100965W Sd/Hatim Bandukwala Partner Membership No.: 016940 Mumbai. Dated: 16-06-2021 UDIN - 21016940AAAABT5228

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Annexure “B” to independent auditor’s report to the members of Punctual Trading Ltd.

(Referred to in paragraph 2 (f) under the heading “Report on other legal and regulatory requirements” of our report of even date on the accounts for the year ended 31[st] March, 2021) Report on the Internal Financial Controls over financial reporting under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Punctual Trading Ltd.(“the Company”) as of March 31, 2021 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management’s responsibility for internal financial controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on “the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (“the Guidance Note”) issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively 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, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting and the Standards on Auditing prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of

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financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2021, based on “the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note.

For H.H. Bandukwala & Co. Chartered Accountants Firm’s Registration No.: 100965W Sd/Hatim Bandukwala Partner Membership No.: 016940 Mumbai. Dated: 16-06-2021 UDIN - 21016940AAAABT5228

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Balance Sheet as on 31-03-2021

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Particulars Note Ind AS as at Ind AS as at
31st Mar, 2021 31st Mar, 2020
I. ASSETS
1 Non-current
assets
Property, plant and equipment 2 2,416,450 2,495,028
Financial assets
Non-current investments 3 58,497,620 37,996,738
Long-term loans and advances 4 631,895 631,895
Other non - current assets 5 1,671,786 1,139,578
63,217,751 42,263,240
2 Current assets
Financial assets
Current investments 6 77,343,260 71,541,443
Cash and bank balances 7 19,156 58,551
Other current 8 812,440 4,086,498
assets
78,174,857 75,686,492
TOTAL 141,392,607 117,949,732
II. EQUITY AND LIABILITIES
A Equity
Equity share capital 9 10,000,000 10,000,000
Other equity 10 122,487,864 102,313,133
132,487,864 112,313,133
B Liabilities
1 Current liabilities
Other current liabilities 11 5,741,399 5,636,597
Deferred tax Liabilities (Net) 11a 3,163,343 -
8,904,742 5,636,597
TOTAL 141,392,607 117,949,732
Significant accounting policies 1
Notes on financial statements 2 to 30
As per our report of even date
For H.H.Bandukwala & Co. For & behalf of the Board
Chartered Accountants
FRN - 100965W Sd/- Sd/- Sd/-
(Rohit (Manoj
Sd/- (Deepa Bhawsar)
Mishra) Dadhich)
H.H. Bandukwala Chief Finance Offier Director Director
Partner Sd/- DIN-07167937 DIN-00374923
Membership Number : 016940 (Sonia Chhajer)
Place : Mumbai Company Secretary
Date : 16.06.2021
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ANNUAL REPORT - 2020-21

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31-03-2021

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Particulars Note Ind AS as at Ind AS as at
31-03-2021 31-03-2020
I. Gross Revenue From Operations 12 68,173 208,050
Net Revenue From Operations 68,173 208,050
II. Other Income 13 7,791,754 13,823,351
III. Total Revenue (I + II) 7,859,927 14,031,401
IV. Expenses:
Director Remuneraion 14 776,164 876,851
Employee Benefits Expense 15 1,120,408 1,027,041
Legal & Professional Expense 16 4,198,450 4,099,000
Depreciation and Amortization Expense 3 78,578 84,100
Listing Expenses 17 312,292 316,056
Others Expenses 18 400,753 416,769
Total Expenses 6,886,645 6,819,817
V. Profit Before Exceptional items and Tax (III-IV) 973,281 7,211,584
VI. Tax Expense:
(i) Current Tax 122,606 345,173
(ii) Deferred Tax Expenses/(Credit) - -
VII. Net Profit After Tax but before Exceptional 850,675 6,866,412
items(VII-VIII)
VIII. Exceptional Items 19 101,401 (890)
IX. Net Profit 749,274 6,867,302
X. Other Comprehensive Income 20
A (i) Items that will not be reclassified to profit 22,588,800 (5,792,400)
or loss
(ii) Income tax relating to items that will not be (3,163,343)
reclassified to profit or loss
B (i) Items that will be reclassified to profit or
loss
(ii) Income tax relating to items that will not be
reclassified to profit or loss
XI. Total Comprehensive Income for the period 20,174,731 1,074,902
(IX+X)(Comprising Profit
(Loss) and Other Comprehensive Income for
the period)
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ANNUAL REPORT - 2020-21

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XII. Earnings per Equity Share: 28
Basic & Diluted (in Rs.) 0.75 6.87
Face Value per Share (in Re.) 10.00 10.00
Significant Accounting Policies 1
Notes on Financial Statements 2 to 30
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As per our report of even date
For H.H.Bandukwala & Co. For & behalf of the Board
Chartered Accountants
FRN - 100965W Sd/- Sd/- Sd/-
(Rohit (Manoj
Sd/- (Deepa Bhawsar)
Mishra) Dadhich)
H.H. Bandukwala Chief Finance Offier Director Director
Partner Sd/- DIN-07167937 DIN-00374923
Membership Number : 016940 (Sonia Chhajer)
Place : Mumbai Company Secretary
Date : 16.06.2021
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Cash Flow Statement for the Year Ended 31.03.2021

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For the Year 2020-2021 For the Year 2019-2020
A) CASH FLOW FROM OPERATING ACTIVITIES
Net profit/(loss) before Exceptional Items and tax as per profit 973,281 7,211,585
and Loss account Adjusted for:
Depreciation 78,578 84,100
Rent -8,172,250 -9,847,500
Dividend -158,600 -156,000
Fair value changes (net) on financial assets 22,588,800 -5,792,400
Income from Earlier year -101,401 890
Loss/(Profit) on Sale of Investment -68,173 -243,502
14,166,954 -15,954,411
Operating Profit before Working Capital Changes 15,140,236 -8,742,827
Adjusted for:
Change in current -5,801,817 -6,996,583
investment
Change in other current 3,274,058 -1,603,998
asset
Change in Current Liabilities 104,802 -2,422,957 519,508 -8,081,073
Cash used in Operations 12,717,278 -16,823,900
Taxes Paid -122,606 -345,173
Net Cash used in Operating Activities 12,594,672 -17,169,073
B) CASH FLOW FROM INVESTING ACTIVITIES
Other Income 8,399,023 10,247,002
(Addition)/Reduction in investment -20,500,882 8,556,081
other non current Asset -532,208 -1,608,067
Net Cash (used in) / from Investing Activities -12,634,066 17,195,016
C) CASH FLOW FROM FINANCING ACTIVITIES
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ANNUAL REPORT - 2020-21

Cash Flow Statement for the Year Ended 31.03.2021

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For the Year 2020-2021 For the Year 2019-2020
A) CASH FLOW FROM OPERATING ACTIVITIES
Proceeds from issue of Share Capital
Proceeds from Long Term borrowings
Net Cash from Financing Activities
Net Increase/(Decrease) in Cash and Cash Equivalents -39,394 25,943
Opening Balance of Cash and Cash Equivalents 58,551 32,608
Closing balance of Cash and Cash Equivalents 19,157 58,551
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As per our report of even date
For H.H.Bandukwala & Co. For & behalf of the Board
Chartered Accountants
FRN - 100965W Sd/- Sd/- Sd/-
(Rohit (Manoj
Sd/- (Deepa Bhawsar)
Mishra) Dadhich)
H.H. Bandukwala Chief Finance Offier Director Director
Partner Sd/- DIN-07167937 DIN-00374923
Membership Number : 016940 (Sonia Chhajer)
Place : Mumbai Company Secretary
Date : 16.06.2021
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Notes on the Financial Statement for the year ended 31th March, 2021

A CORPORATE INFORMATION

PUNCTUAL TRADING LIMITED ("the company") is a public limited company incorporated in India having CIN L67120MH1986PLC039919

The address of its registered office and principal place of business are disclosed in the introduction of the annual report.

B SIGNIFICANT ACCOUNTING POLICIES

B.1 BASIS OF PREPARATION AND PRESENTATION

The separate financial Statements have been prepared to comply in all material aspects with the Accounting Standards notified under Section 133 of Companies Act, 2013 as per Companies (Indian Accounting Standards (Ind AS)) Rules, 2015 and other relevant provisions of the Companies Act, 2013 and rules framed thereunder. Till the period ended 31th March 2021 the financial statement of the company have been prepared as Companies (Accounting Standards) Rules, 2006 as amended and other relevant provisions of the Companies Act, 2013 and rules framed thereunder.

The Financial Statements have been prepared under the historical cost convention and on accrual basis, except for certain financial assets and liabilities (including derivative instruments) measured at fair value; assets held for sale – measured at fair value less cost to sell and defined benefit plan assets measured at fair value.

B.2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Property, plant and equipment :

Property, plant and equipment is stated at cost, net of accumulated depreciation. Such cost includes purchase price, taxes and duties.

Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Tangible assets carrying value under previous GAAP is recognized as deemed cost.

Impairment of non-financial assets (b)

The carrying amounts of assets are reviewed at each balance sheet date if there is any indication of impairment based on internal/external factors. An asset is treated as impaired when the carrying amount exceeds its recoverable value. The recoverable amount is the greater of the asset’s net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to the present value using a pre-tax discount rate that reflects current market assessment of the time value of money and risks specific to the assets. An impairment loss is charged to the Statement of Profit and Loss in the year in which an asset is identified as impaired. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life. The impairment loss recognized in prior accounting periods is reversed if there has been a change in the estimate of recoverable amount.

ANNUAL REPORT - 2020-21

(c) Investments and financial assets

Classification

The company classifies its financial assets in the following measurement categories: • those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and • those measured at amortized cost. The classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments, this will depend on whether the company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income.

Measurement

At initial recognition, the company measures a financial asset at its fair value, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

Measurement of Financial Asset

Fair value through other comprehensive income (FVOCI) : Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI.

Fair value through profit or loss : Assets that do not meet the criteria for amortized cost or FVOCI are measured at fair value through profit or loss.

(d) Revenue recognition

The Company follows mercantile system of accounting and recognizes significant items of income and expenditure on accrual basis.

Rent income are recognized on an accrual basis in accordance with the terms of relevant agreement.

Dividend is recognized when the Company's right to receive the payment has been established.

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ANNUAL REPORT - 2020-21

(e) Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earning per share, the net profit or loss for the year attributable to equity shareholders and weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares.

(g) Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions and banks.

(h) Current and non-current classification:

The Company presents assets and liabilities in statement of financial position based on current/non-current classification. The Company has presented non-current assets and current assets before equity, non-current liabilities and current liabilities in accordance with Schedule III, Division II of Companies Act, 2013 notified by MCA.

An asset is classified as current when it is:

a) Expected to be realised or intended to be used in normal operating cycle,

b) Held primarily for the purpose of trading,

c) Expected to be realised within twelve months after the reporting period, or

d) Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is classified as current when it is:

a) Expected to be settled in normal operating cycle,

b) Held primarily for the purpose of trading,

c) Due to be settled within twelve months after the reporting period, or

d) There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as non-current.

The operating cycle is the time between the acquisition of assets for processing and their realization in cash or cash equivalents. Deferred tax assets and liabilities are classified as non-current assets and liabilities. The Company has identified twelve months as its normal operating cycle.

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ANNUAL REPORT - 2020-21

(i) Significant Accounting Judgments, Estimates And Assumptions:

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based on its assumptions and estimates on parameters available when the financial statements were prepared. However, existing circumstances and assumptions about future developments may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

i) Property, plant and equipment, Investment Properties and Intangible Assets:

Management reviews the estimated useful lives and residual values of the assets annually in order to determine the amount of depreciation to be recorded during any reporting period. The useful lives and residual values as per schedule II of the Companies Act, 2013 or are based on the Company’s historical experience with similar assets and taking into account anticipated technological changes, whichever is more appropriate.

ii) Income Tax:

The Company reviews at each balance sheet date the carrying amount of deferred tax assets. The factors used in estimates may differ from actual outcome which could lead to an adjustment to the amounts reported in the standalone financial statements.

iii) Contingencies:

Management has estimated the possible outflow of resources at the end of each annual reporting financial year, if any, in respect of contingencies/claim/litigations against the Company as it is not possible to predict the outcome of pending matters with accuracy.

iv) Impairment of financial assets:

The impairment provisions for financial assets are based on assumptions about risk of default and expected cash loss. The Company uses judgment in making these assumptions and selecting the inputs to the impairment calculation, based on Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

v) Recoverability of trade receivable:

Judgments are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

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ANNUAL REPORT - 2020-21

vi) Provisions:

Provisions and liabilities are recognized in the period when it becomes probable that there will be a future outflow of funds resulting from past operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability require the application of judgment to existing facts and circumstances, which can be subject to change. Since the cash outflows can take place many years in the future, the carrying amounts of provisions and liabilities are reviewed regularly and adjusted to take account of changing facts and circumstances.

Note 2 - Property, plant and equipment

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Particulars Amount
COST
At 1st April, 2020 11,913,322
Additions -
Disposals -
At 31st March 2021 11,913,322
ACCUMULATED AMORTIZATION
At 1st April, 2020 9,418,294
Amortization 78,578
Disposals -
At 31st March 2021 9,496,872
NET BLOCK
At 1st April, 2020 2,495,028
At 31st March 2021 2,416,450
2.1 The carrying value (Gross Block less accumulated amortisation) as on 1 [st] April, 2016 as
per previous GAAP of the Intangible assets is considered as a deemed cost on the date of
transition.
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2 Property, Plant and (Amount in ` )
Equipment
Particulars Gross Block Depreciation / Amortization Net Block
As at Additi Deduc As at As at 01- Addit Impact Depreci Dedu As at 31- As at As at
01-04- on tions / 31-03-2021 04-2020 ion on Ind AS ation for ctions 03-2021 31-03-2021 31-03-2020
2020 Adjust transition the Year /
ments Adjus
tment
s
A. Tangible Assets
Own Assets :
Building 5,636,122 - - 5,636,122 5,035,208 - - 57,087 - 5,092,295 543,827 600,914
Crane 1,461,737 - - 1,461,737 1,421,846 - - - - 1,421,846 39,891 39,891
Electric Installation 821,371 - - 821,371 780,303 - - - - 780,303 41,068 41,068
Furniture & Fixture 500,814 - - 500,814 475,774 - - - - 475,774 25,040 25,040
Land 1,449,000 - - 1,449,000 - - - - - - 1,449,000 1,449,000
Office Premises 1,570,800 - - 1,570,800 1,255,361 - - 15,362 - 1,270,723 300,077 315,439
Plant & Machinery 473,477 - - 473,477 449,802 - - 6,129 - 455,931 17,546 23,675
TOTAL 11,913,321 - - 11,913,321 9,418,294 - - 78,578 - 9,496,872 2,416,449 2,495,027
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As at Face value Ind AS as at As at Face Ind AS as
value at
Particulars 3/31/2021 (Rs. Unless 3/31/2021 3/31/2020 (Rs. 3/31/2020
otherwise Unless
stated) otherwise
stated)
Quantity Quantity
(Nos.) (Nos.)
Long-term investments
In units
Financial assets
classified as FVTPL
Unquoted fully paid-up
Others
Urban Infrastructure 920 9,347 8,599,240 920 12,163 11,189,958
Opportunities Fund (920) (P.Y Rs. (P.Y Rs.
(Long-term 12163) 15,167)
investments)
Total units (d) 8,599,240 11,189,958
Total trade investments (i) 8,599,240 11,189,958
Other than trade
investments
In equity instruments
Financial assets
classified as fair value
through OCI
Quoted fully paid-up
Others
Reliance Industries 24,000 10 48,076,800 24,000 10 26,730,000
Ltd.
Reliance Industries 1,600 1,744,800 -
Ltd.(Right Issue)
49,821,600 26,730,000
Unquoted fully paid-
up
Others
Magico Exportsb & 25,680 10 57,780 25,680 10 57,780
Consultants PLtd
Prime Biotech (India) 1,900 10 19,000 1,900 10 19,000
P Ltd
Unquoted fully paid-up
Others 76,780 76,780
Total equity 49,898,380 26,806,780
instruments (ii)
Total non - current 58,497,620 37,996,738
investments [ iii =i+ii]
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ANNUAL REPORT - 2020-21

Note 6 - Current investments

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As at Face Ind AS as As at Face Ind AS as at
value at value
Particulars 3/31/2021 (Rs. 3/31/2021 3/31/2020 (Rs. Unless 3/31/2020
Unless otherwise
otherwise stated)
stated)
Quantity Quantity
(Nos.) (Nos.)
ABSL Money Manager 54,707.162 100 15,710,316 78,005.584 100 21,133,476
Fund - Growth - Direct
ABSL Liquid Plan Growth 88,505.144 100 29,342,358 88,505.144 100 28,282,642
ABSL Bank & PSU Plan 58,729.487 100 17,015,107 29,911.846 100 7,985,325
Growth
Nippon Iindia Corporate 325,767.774 100 15,275,479 325,767.774 100 14,140,000
Bond Fund-Direct Plan
Growth
77,343,260 71,541,443
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Note 9- EQUITY SHARE CAPITAL
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Authorised:
10,00,000 Equity Shares of Re. 10 each 10,000,000 10,000,000
(10,00,000)
00,000 1% Non-Cumulative Redeemable Preference
'Shares of Rs. 100 each - -
TOTAL 10,000,000 10,000,000
Issued and Subscribed:
10,00,000 Equity Shares of Re. 10 each
At 1 April 2020 10,000,000 10,000,000
Issued - -
Redeemed - -
At 31st March 2021 10,000,000 10,000,000
TOTAL 10,000,000 10,000,000
Paid-Up:
10,00,000 Equity Shares of Re. 10 each fully paid up 10,000,000 10,000,000
(10,00,000)
TOTAL 10,000,000 10,000,000
Note 9.1 Details of Shareholders holding more than 5% Shares in the Company
Not Available
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Note: 10 Other Equity
(Amount in Rs. )
As on 31th March, 2021
Particulars Reserves and Surplus Total
Instrument Capital Securities Capital General Retained Equity
Classified as Reserve Premium Redemption Reserve Earnings Instruments
equity (Refer Note Reserve Reserve through Other
below) Comprehensive
Income
Balance at beginning - - - - - 84,170,901 18,142,232 102,313,133
of the reporting period
i.e. 1st April, 2020
Total Comprehensive - - - - - 749,274 19,425,457 20,174,731
Income for the period
Transfer to retained - - - - - - - -
earnings (GAAP
Adjustments)
On Amalgamation - - - - - - -
Other Adjustments on - - - - - - -
amalgamation
Balance at the end of - - - - - 84,920,176 37,567,689 122,487,864
the reporting period i.e.
31th March,2021
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Note 4 - Long - Term Loan and Advances
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Unsecured, Considered Good :
Security Deposits (Long - Term Loans) 631,895 631,895
TOTAL 631,895 631,895
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Note 5 - Other Non - Current Tax Assets

Particulars Ind AS as at
31-03-2021

Ind AS as at
31-03-2020
Advance Income-tax (net) (Non - Current Tax Assets) 1,671,786 1,139,578
1,671,786 1,139,578

Note 7 - Cash and Bank Balances

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Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Cash and Cash Equivalents
Balances with Banks in Current Accounts (Cash and Bank 19,156 58,551
Balances)
Cash on Hand (Cash and Bank Balances) - -
TOTAL 19,156 58,551
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Note 8 - Other Current Assets

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Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Income Receivable from Venture Capital - 2,482,500
Fund
Other Advances (Other Current Assets) 812,440 1,603,998
Pre-Paid Expeses - -
TOTAL 812,440 4,086,498
Note 11 - Other Current Liabilities
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Other Payables
Statutory Dues 99,484 86,445
Others (Other Current Liabilities) 5,641,915 5,550,152
TOTAL 5,741,399 5,636,597
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ANNUAL REPORT - 2020-21

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Note 11a - Deferred Tax Liabilities
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Other Payables
Deferred Tax Liability(Net) 3,163,343 -
TOTAL 3,163,343 -
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Note 12 - Revenues from Operations
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Sale of Services - -
Other Operating Revenue 68,173 208,050
Gross Revenue from Operations 68,173 208,050
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Note 13 - Other Income
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Dividend Income
From Long-term Investments - Subsidiary - -
From Long-term Investments - Others 158,600 156,000
Profit on Sale of Investments (Net)
From Long-term Investments - -
From Current Investments (Profit and loss) - -
Income from Long-term Investments - 35,452
Rent Income 8,172,250 9,847,500
Fair value changes (net) on financial assets (539,096) 3,784,399
classified as fair value through profit and loss - net
income
TOTAL 7,791,754 13,823,351
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Note 14 - Director Remuneration

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Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Basic Salary 228,711 263,774
Education Allowance 2,068 2,387
Entertainment Allowance 387,048 446,387
House Rent Allowance 114,355 131,887
Medical Allowance 12,936 14,919
Transport Allowance 16,559 17,497
Bonus 14,487 -
TOTAL 776,164 876,851
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Note 15 - Employee Benefits Expense
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Salaries, Wages and Perquisites 1,120,408 1,027,041
TOTAL 1,120,408 1,027,041
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Note 16 - legal & Professional Expense
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Legal & Professional Expense 4,198,450 4,099,000
TOTAL 4,198,450 4,099,000
Note 17 - Listing Expense
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Listing Expense 312,292 316,056
TOTAL 312,292 316,056
Note 18 - Other Expense
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Payment to Auditors 34,113 34,118
Administrative and General Expenses
Rates and Taxes 97,493 97,493
Miscellaneous Expenses 269,147 285,158
TOTAL 400,753 416,769
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Note 19 - Listing Expense
Particulars Ind AS as at Ind AS as at
31-03-2021 31-03-2020
Others Exp-Earlier Year Exp 101,401 (890)
TOTAL 101,401 (890)
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ANNUAL REPORT - 2020-21

Note 20 - Other comprehensive income (items which will not be reclassified to profit and loss)

Note 20 - Other comprehensive income (items which will not be reclassified to profit and
loss)
Note 20 - Other comprehensive income (items which will not be reclassified to profit and
loss)
Note 20 - Other comprehensive income (items which will not be reclassified to profit and
loss)
Particulars Ind AS as at
31-03-2021

Ind AS as at
31-03-2020
Actuarial gains for the quarter(OCI) - -
Deferred tax impact on the above
Fair value changes (net) on financial
assets classified as fair value through
other comprehensive income
Deferred tax impact on financial assets
classified as fair value through other
comprehensive income
Profit on disposal of Financial assets
classified as FVOCI
-
22,588,800
(3,163,343)
-
-
(5,792,400)
-
-
TOTAL 19,425,457 (5,792,400)

Note 21 Estimation fair values of the financial assets and liabilities

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are (a) recognized and measured at fair value and (b) measured at amortized cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the company has classified its financial instruments into the level one prescribed under the accounting standard. An explanation of level one applicable to company follows underneath the table .

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price and financial instruments like Mutual Funds for which NAV is published by Mutual Fund Operator. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period and Mutual Fund are valued using the Closing NAV.

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(Rs.in Amount)
Financial assets and liabilities measured at fair value at each reporting date
As at 31th As at 31st
March, 2021 March, 2020
Financial assets (other than investment in subsidiaries Level 1 Level 1
and associates)
Financial assets measured at FVOCI
Investments in Unquoted Equity - -
Shares (including assets held for sale)
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(Rs.in Amount)
Financial assets and liabilities measured at fair value at each reporting date
As at 31th As at 31st
March, 2021 March, 2020
Investments in quoted equity shares 49,821,600 26,730,000
Investment in FCCD's - -
Total 49,821,600 26,730,000
Financial assets measured at FVTPL
Investments in units 8,599,240 11,189,958
Investment in units of Mutual funds 77,343,260 71,541,443
Total 85,942,500 82,731,401
Financial liabilities
Derivative financial liability - -
Total - -
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Valuation process

The Company evaluates the fair value of financial assets and financial liabilities on periodic basis using the best and most relevant data available. Also, the Company internally evaluates the valuation process and obtains independent price validation for certain instruments wherever necessary.

Note 22 - Financial risk management

The company is exposed to credit risk, liquidity risk and Market risk.

A Credit risk

Credit risk arises from cash and bank balances, trade receivables and other financial assets .

Credit risk management

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. The company is exposed to trade receivables and other current financial assets.

The Company periodically assesses the financial reliability of the counter party, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable.

The history of trade receivables shows a negligible allowance for bad and doubtful debts.

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B Liquidity risk

Looking to the nature of company business it has no Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price.

Liquidity risk management

Not applicable to the company.

C Market Risk

Company has no exposure to market risk including foreign exchange.

Note 23 - Capital Management

23.1 Risk management :-

For the purpose of Company's capital management, capital includes issued capital, all other equity reserves and debts. The primary objective of the Company’s capital management is to maximize shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.

23.2 Dividend paid and Proposed dividend

Not applicable to company.

Note 24 - Contingent Liabilities and Commitments (To the extent not provided for)

NIL.

Note 25 - Events occurring after the reporting date

NIL.

Note 26 - Employee benefits

As per Indian Accounting Standard-19 ‘Employee Benefits’, the disclosure of Employee benefits as defined in the Accounting Standard are given below:

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Defined Benefit Plan :

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The Employees’ Gratuity Fund is managed by the Life Insurance Corporation of India. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Note 26.1 : Key Management Personnel of the Company

  • (a) Manoj Dadhich (Director)

  • (b) Deepa Bhawsar (Director)

  • (c') Nikunj Shah (Independent Director)

  • (d) Rohit Mishra (Chief Financial Officer)

  • (e') Sonia Chhajer (Company Secretary)

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Note 26.2 : Remuneration Paid In Lakh
2020-21 2019-20
(a) Manoj Dadhich 7.93 8.78
(b) Rohit Mishra 6.36 5.86
(c') Sonia Chhajer 2.40 2.03
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Note : 27 First time adoption of Ind AS

  • A First Ind AS Financial statements

These are the company’s first separate financial statements prepared in accordance with Ind AS.

The accounting policies set out in note 1 have been applied in preparing the financial statements for the year ended 31st March 2018, the comparative information presented in these financial statements for the year ended 31st March 2017 and in the preparation of an opening Ind AS balance sheet at 1st April 2016 (the date of transition). In preparing its opening Ind AS balance sheet, the company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP).

An explanation of how the transition from previous GAAP to Ind AS has affected the company’s financial position, financial performance and cash flows is as follows:

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i Optional exemptions availed

Business combinations

The company has availed the business combination exemption on first time adoption of Ind AS and accordingly the business combinations prior to date of transition have not been restated to the accounting prescribed under Ind AS 103 – Business combinations.

The company applies the requirements of Ind AS 103 – Business combinations to business combinations occurring after the date of transition to Ind AS.

Deemed cost

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognized in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for investment property covered by Ind AS 40 Investment Properties.

Accordingly, the company has elected to measure all of its property, plant and equipment and investment property at their previous GAAP carrying value.

ii Mandatory exceptions applied

Estimates

An entity’s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at 1st April 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP except where Ind AS required a different basis for estimates as compared to the previous GAAP.

De-recognition of financial assets and liabilities

Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.

The company has applied the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.

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Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification and measurement of financial assets on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

Note 28 - Earnings per share

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(Amount In Rs.)
Particulars For the Year For the Year
ended 31st March ended 31st
2021 March 2020
Net Profit / (loss) after tax for the year 749,274 6,867,302
Profit / loss attributable to equity share holders 749,274 6,867,302
Weighted Average Number of equity shares 1,000,000 1,000,000
outstanding during the year
Basic and Diluted Earnings Per Share (Rs.) 0.75 6.87
Face Value per Share (Re.) 10.00 10.00
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Note 29 - Provisions

For disclosures as required by Ind AS 37 Provisions , Contingent Liability & Contingent Assets are NIL

Note 30

As per Ind AS 108 on "Operating Segment" - Segment information is not applicable to company.

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For H.H.Bandukwala & Co. For & behalf of the Board
Chartered Accountants
FRN - 100965W Sd/- Sd/- Sd/-
(Rohit (Manoj
Sd/- (Deepa Bhawsar)
Mishra) Dadhich)
H.H. Bandukwala Chief Finance Offier Director Director
Partner Sd/- DIN-07167937 DIN-00374923
Membership Number : 016940 (Sonia Chhajer)
Place : Mumbai Company Secretary
Date : 16.06.2021
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DECALARATION BY EXECUTIVE DIRECTOR AND CHIEF FINANCIAL OFFICER AS PER SEBI (LODR), REGULATIONS 2015

Dear Sir,

In compliance with the proviso to Regulation 33(2)(a) of the SEBI(Listing Obligation and Disclosure Requirements) Regulations, 2015 (as amended), we do hereby confirm, declare and certify that, the financial statements of the Company, for the year ended 31 March 2021 do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.

Kindly update the same in your records.

Thanking You

For PUNCTUAL TRADING LIMITED Sd/MANOJ SIDHAKARAN DADHICH WHOLE TIME DIRECTOR

Sd/ROHITKUMAR MISHRA CHIEF FINANCIAL OFFICER

Date : 16[th] June, 2021

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PUNCTUAL TRADING LIMITED CIN: L67120MH1986PLC039919 Registered Office: 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021, Tel : 022-61155200; Website : www.punctualtrading.com; Email id : [email protected]

FORM OF PROXY

Form MGT-11 Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014 Venue of the meeting: 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021 Day, Date & Time : Thursday, 30[th] September, 2021 at 1:00 p.m.

I/We of being member/members of Punctual Trading Limited hereby appoint the following as my/our Proxy to attend and vote on a poll (for me/us and on my/our behalf at the 35[th ] Annual General Meeting of the Company, to be held on Thursday, 30[th] September, 2021 at 1:00 p.m. and at any adjournment thereof) in respect of such resolutions as are indicated below;

  1. Name Email id or failing him/her 2. Name Email id or failing him/her 3. Name Email id

Registered address Signature Registered address Signature

Registered address Signature

** I/We direct my/our Proxy to vote on the Resolutions in the manner as indicated below:

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Sl. Resolution Number For Against
No. of
shares
held
Ordinary Business
1. To Receive, Consider And Adopt The Audited Financial Statements
For The Financial Year 2020-21 And The Reports Of The Board Of
Directors And The Auditor Thereon.
2. To Appoint A Director In Place Of Ms. Deepa Bhavsar (Din:
07167937), Who Retires By Rotation In Terms Of Section 152(6) Of
The Companies Act, 2013 And Being Eligible, Offers Herself For Re-
Appointment..
3. To Consider And Approve Appointment Of Auditor To Fill A Casual
Vacancy.
4. To Consider And Approve Appointment Of Statutory Auditors.
Special Business
5. Adoption Of New Set Of Articles Of Association As Per The Provisions
Of Companies Act, 2013.
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Sl.
No.
Resolution
Sl.
No.
Resolution
Number
For
Against
of
shares
held
6. Appointment Of Mr. Nikunj Hasmukh Shah (Din: 00597216) As An
Independent Director(Non-Executive)Of The Company.

This is optional. Please put a tick mark (√) in the appropriate column against the resolutions indicated in the box. If a Member leaves the “For” or “Against” column blank against any or all the Resolutions, the proxy will be entitled to vote in the manner he/she thinks appropriate. If a Member wishes to abstain from voting on a particular resolution, he/she should write “Abstain” across the boxes against the Resolution.

Signature (s) of Member(s)

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Affix one
Rupee
1………………………………………2………………………………………. 3…………………. Revenue
Stamp
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Signed this ---------------- day of 2021.

Notes:

The Proxy to be effective should be deposited at the Registered office of the company not less than FORTY EIGHT HOURS before the commencement of the Meeting. A Proxy need not be a Member of the Company.

In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote of the other joint holders. Seniority shall be determined by the order in which the names stand in the Register of Members.

A member may vote either for or against each resolution.

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PUNCTUAL TRADING LIMITED CIN: L67120MH1986PLC039919

Registered Office: 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021,

Tel : 022-61155200; Website : www.punctualtrading.com; Email id : [email protected]

ATTENDANCE SLIP

Venue of the meeting: 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021 Day, Date & Time : Thursday, 30[th] September, 2021 at 1:00 p.m.

PLEASE FILL ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING VENUE

Name of Member(s) Registered Address Email ID DP ID Client ID Folio No. No. of shares held

I certify that I am the registered shareholder(s)/proxy for the registered shareholder of the Company.

I hereby record my presence at the 35[th ] Annual General meeting of the Company on Thursday, 30[th] September, 2021 at 1:00 p.m. at 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021.

Signature of Member/Proxy

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If undelivered, Please return to the following address: PUNCTUAL TRADING LIMITED 11-B, Mittal Tower, Free Press Journal Marg, Nariman Point, Mumbai, Maharashtra, 400021 Tel : 022-61155200 Email id : [email protected]

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