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Consecutive Investments & Trading Co LtdIndustry : Trading
BSE Code:539091NSE Symbol: Not ListedP/E(TTM):43.33
ISIN Demat:INE187R01029Div & Yield %:0EPS(TTM):0.06
Book Value(Rs):1.0001998Market Cap ( Cr.):41.64Face Value(Rs):1
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To,

The Members,

Your Directors have pleasure in presenting their 42nd Annual Report on the business and operations of the Company and the accounts for the Financial Year ended March 31, 2024.

1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY.

Your Board is pleased to present the highlights of the Standalone & Consolidated financial statement of your company for the financial year 2023-24 and 2022 23 as under:

STANDALONE

(Rupees in Lakhs)

Particulars

2023-2024 2022-2023
Profit Before Tax 38.58 13.24
Provision For Tax 21.79 3.32
Amount Transferred to Reserves 16.79 9.92

Transfer to contingent provisions against standard assets

0.00 0.00
Share of Profit of Associates - -
Profit & Loss for the year 16.79 9.92

2. BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THE YEAR / STATE OF

COMPANY’S AFFAIR

The profit of the company (PAT) for the year under review is Rs 16.79 (Lakhs) as against profit of Rs 9.92 (Lakhs) in the previous year.

3. CHANGE IN THE NATURE OF BUSINESS

Your Directors are please to inform you that there was no change in the nature of business of our Company during the Financial Year under review.

4. DIVIDEND

Your Directors decided and declare to plough back the profits for the year under review into the growth opportunities which shall create value for the shareholders and therefore does not recommend any dividend for the year under review.

5. RESERVES

Your company has not transferred any amount to the reserves of the company.

6. CHANGE OF NAME

Your company’s name is CONSECUTIVE INVESTMENTS & TRADING COMPANY LIMITED and there is no change in its name during the year under review.

7. SHARE CAPITAL

During the year under review, your Company has allotted New Shares through Preferential Shares 50,00,000 amounting to 100,00,000 divided into 50,00,000 Equity Shares of face value of 10 each. During the year under review, your Company has increased authorized share capital of the company upto Rs. 10,00,00,000 The Authorized Share Capital of the Company is Rs. 10,00,00,000/- comprising of 1,00,00,000 equity share of Rs.10/- each and the issued, subscribed and paid-up Share Capital of the Company is Rs. 8,00,75,000/- comprising of 80,07,500 equity share of Rs.10/- each fully paid up as at 31st March, 2024.

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr Himanshu Shah Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment.

During the year under review Mr. Himanshu Shah appointed as Managing Director of the company and Mr. Avanish Chauhan appointed as Chief Financial Officer of the Company as on 01.02.2024.

During the year company secretary Nabin Kumar Samanta resigned as on 15.01.2024.

Due to change in control of the company Vijay Kumar Jain (Managing Director), Vijay Vasisth (CFO), Subodh Kumar Jain (Non-Executive Independent Director), Mrs. Smita Murarka (Non-Executive Non Independent Director) resigned from the company as on 12.08.2024.

Due to change in control of the company Mrs Preeti appointed as Non Executive Independent Director of the company as on 12.08.2024 and Mrs. Deepa Garg appointed as Non Executive Independent Director of the company as on 29.082024.

Due to change in control of the company Ms. Shafali Nehariya appointed as Company Secretary cum compliance officer of the company as on 30.05.2024.

9. DECLARATION BY INDEPENDENT DIRECTOR

Your Company has received declaration from all the Independent Directors of the company, pursuant to the provisions of Section 149(7) of the Companies Act, 2013 stating that they meet the criteria of Independence as laid down under section 149(6) of the Companies Act, 2013.

10. PARTICULARS OF EMPLOYEES

Your Directors ensures that none of the employees of your company is in receipt of salary and / or remuneration in excess of the threshold limit, pursuant to the provisions of Rule 2 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

11. MEETING

a) Board Meetings

A calendar of Meetings is prepared and circulated in advance to the Directors. During the Financial Year 2023-2024 Nine (9) Board Meetings were held, the dates of the meeting being 29/05/2023, 14/08/2023,09/10/2023, 07/11/2023, 16/12/2023, 15/01/2024, 08/02/2024, 28/02/2024 and 04/03/2024. The intervening gap between any two meetings held during the year was not more than one hundred and twenty days.

b) Audit Committee Meeting

A calendar of Audit Committee Meetings is prepared and circulated in advance to the Members of the Committee. During the Financial Year 2022-23 four (4) meeting of the Committee was held, the date of the meetings was 29/05/2023, 14/08/2023, 07/11/2023 and 08/02/2024.

c) Nomination & Remuneration Committee.

A calendar of Nomination and Remuneration Committee Meeting is prepared and circulated in advance to the Members of the Committee. During the Financial Year 2023 24 five (4) meeting of the Committee was held, the date of the meeting was 29/05/2023, 09/10/2023, 15/01/2024 and 31/03/2024.

d) Shareholders Grievance Committee Meeting. A calendar of Shareholders Grievance Committee Meeting is prepared and circulated in advance to the Members of the Committee. During the Financial Year 2023 24 four (4) meeting of the Committee was held, the date of the meeting were 21/04/2023, 21/07/2023., 21/10/2023 and 21/01/2024

e) Risk Management Committee Meeting.

A calendar of Risk Management Committee Meeting is prepared and circulated in advance to the Members of the Committee. During the Financial Year 2023-2024 one (1) meeting of the Committee was held, the date of the meeting were 31/03/2024

12. COMPOSITION OF BOARD OF DIRECTORS AND COMMITEES. ? BOARD OF DIRECTORS

The Board of the company is headed by Mr. Vijay Kumar Jain of the company, an eminent person of high credentials and of considerable professional experience who actively contributed in the deliberation of the Board. As on close of business hours of March 31, 2024 the Board comprised of four directors as mentioned below:

Sl. No Name DIN Category Designation
1. VIJAY KUMAR JAIN 01376813 Executive Managing Director
2. SMITA MURARKA 07448865 Non-Executive Director
3. KANTA BOKARIA 09278050 Non-Executive Independent Director
4. SUBODH KUMAR JAIN 02564952 Non-Executive Independent Director
5. HIMANSHU SHAH 07804362 Executive Managing Director

? AUDIT COMMITTEE

The chairman of the Audit Committee of the Company constituted under Section 177 of the Companies Act, 2013 by the Board is headed by the Mrs. Kanta Bokaria, (DIN: 09278050) Independent Director of the company. She is an eminent lady of high credentials and of considerable professional experience. As on close of business hours of March 31, 2024 the Board of Audit Committee comprised of four directors as mentioned below.

SL.NO NAME DIN DESIGNATION
1. VIJAY KUMAR JAIN 01376813 Managing Director
2. SUBODH KUMAR JAIN 02564952 Independent Director
3. KANTA BOKARIA 09278050 Independent Director

? NOMINATION & REMUNERATION COMMITTEE

The chairman of the Nomination and Remuneration Committee of the Company constituted under Section 178 of the Companies Act, 2013 by the Board is headed by Mrs. Kanta Bokaria (DIN: 09278050) Independent Director of the company. She is an eminent lady of high credentials and of considerable professional experience. As on close of business hours of March 31, 2024, the Board of Nomination and Remuneration Committee comprised of three directors as mentioned below.

Sl. No. Name DIN Designation
1. SMITA MURARKA 07448865 Non-Executive Director
2. SUBODH KUMAR JAIN 02564952 Independent Director
3. KANTA BOKARIA 09278050 Independent Director

? SHAREHOLDERS GRIEVANCE COMMITTEE

This committee was headed by Mrs. Kanta Bokaria (09278050), Independent Director of the company. She is an eminent person of high credentials and of considerable professional experience. As on close of business hours of March 31, 2024 the Board of Shareholders Grievance Committee comprised of three directors as mentioned below.

Sl. No Name DIN Designation
1. SMITA MURARKA 07448865 Non-Executive Director
2. SUBODH KUMAR JAIN 02564952 Independent Director
3. KANTA BOKARIA 09278050 Independent Director

? RISK MANAGEMENT COMMITTEE

The chairman of the risk Management Committee of the Company is headed by Mrs. Kanta Bokaria (DIN: 09278050) Independent Director of the company. She is an eminent lady of high credentials and of considerable professional experience. As on close of business hours of March 31, 2024, the Board of Risk Management Committee comprised of four directors as mentioned below.

Sl. No. Name DIN Designation
1. VIJAY KUMAR JAIN 01376813 Managing Director
2. SMITA MURARKA 07448865 Non-Executive Director
3. SUBODH KUMAR JAIN 02564952 Independent Director
4. KANTA BOKARIA 09278050 Independent Director

13. DETAILS OF SUBSIDIARY/JOINT VENTURES / ASSOCIATE COMPANIES

Pursuant to the provisions of section 129 of the Companies Act, 2013 and the rules framed there under, if any, the statement containing the salient feature of the financial statement of a company's subsidiary or subsidiaries, associate company or companies and joint venture or ventures as forming part of this report. Your Director is please to inform you that as on the close of the 31st March, 2023 your company has no subsidiary/joint venture/associate company.

14. VIGIL MECHANISM AND WHISTLE BLOWER POLICY

Your directors are pleased to inform you that the company has adopted a vigil mechanism which comprises whistle blower policy for directors, employees, and vendors of the company. This policy provides a formal mechanism for Directors employees and vendors to approach the chairman of Audit committee to report concerns about unethical, actual or suspected fraud or violation of company code of conduct and thereby ensuring that activities of the company are conducted in a fair and transparent manner. The policy is also available at the company website.

15. STATUTORY AUDITORS AND THEIR REPORT

M/s B M Chatrath & Co LLP, Chartered Accountants, (FRN: 301011E/E300025) was appointed as an Statutory Auditors of the Company at the 39th Annual General meeting of the Company for a term of five years to hold office till the conclusion of 44th Annual general meeting. The company has received certificate from the Auditors to the effect that the appointment is in accordance with the limit specified under section 139(9) of the Companies Act, 2013. M/s B M Chatrath & Co LLP, Chartered Accountants, (FRN: 301011E/E300025) resigned from statutory auditor of the company as on 13.08.2024 due to pre occupation in other assignment. To fill casual vacancy the board of directors appointed M/s SK Bhavsar & Co., Chartered Accountant as on 29.08.2024.

16. SECRETARIAL AUDIT REPORT

Your Directors has appointed Ms. Dharti Patel, a Practicing Company Secretary, as Secretarial Auditor pursuant to the provisions of section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Person) Rules, 2014, to undertake the secretarial audit of the company for the financial year 2023-24. The Secretarial Audit Report in form MR 3 is given as Annexure III forming part of this report. The Secretarial Auditors' Report for the financial year 2023 24 does not contain any qualification, reservation or adverse remark. Notes to Accounts and Auditors remark in their report are self - explanatory and do not call for further comments.

17. INTERNAL AUDIT & CONTROL

The company has appointed M/S KISHAN PATEL & ASSOCIATES, Chartered Accountants Firm Registeration Number 151358W as on 22/05/2024 as its Internal Auditor of the company.

18. INTERNAL FINANCIAL CONTROL (IFC) SYSTEM AND ADEQUECY.

The Board of Directors of the company is responsible for ensuring the IFC have been laid down in the company and that such control is adequate and operating effectively. Your directors ensure final IFC framework has been laid down in your company and it is commensurate with the size scale and complex of its operation.

19. EXTRACTS OF ANNUAL RETURN.

In accordance with the companies Act, 2013, the annual Return in the prescribed format is available on the website of the company at www.consecutiveinvestments.com .

20. MATERIAL CHANGES & COMMITMENTS

Your Director ensures that no material changes occurred subsequent to the close of the financial year of the Company to which the balance sheet relates and the date of the report that affecting the financial position of the company.

21. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

There were no significant and material orders passed by the Regulators or Courts or Tribunals during the year impacting the going concern status of the company and its future business and operations.

22. DEPOSITS

Your Company has not accepted any Deposits from public within the meaning section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014 during the year under review.

23. DISCLOSURE OF SEXSUAL HARASSMENT OF WOMEN AT WORK PLACE

In order to prevent sexual harassment of women at work place a new act "The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013" has been notified with effect from 9th December, 2013. As per section 4 read with section 6 of the act applies to companies having 10 employees or more and such companies shall be required to constitute internal complaint committee. Your Directors are pleased to inform you that as the number of employees in your company is below the threshold limit, hence, it is not required to constitute such committee. Your directors are also pleased to inform you that there is no such case has been reported during the year under review.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION.

Your directors are also pleased to inform you that your company has not made any investment through more than two layers of investment companies during the year under review

25. RISK MANAGEMENT COMMITTEE

The Board of Directors of the Company has formed a Risk Management Committee for identification, evaluation and mitigation of External and Internal Material Risk. The Committee shall establish a framework for the Company’s risk management process and to ensure its implementation. The

Committee shall periodically review the risk management process and practices of the Company and establish procedure to mitigate risks on a continuing basis.

26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES.

The particulars of every contract or arrangements entered into by the Company with related parties including certain arm's length transactions thereto shall be disclosed in AOC 2. The details are annexed herewith and marked as Annexure V

27. CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. Your Company has also implemented several best corporate governance practices as prevalent globally. The Company Corporate governance ensuring transparency, accountability, integrating in all its relations with all the stakeholders (i.e. Investors, Suppliers, Shareholders, Customers, Government) with a view to increase the value of all of them.

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

Pursuant to the provisions of section 134 of the Companies Act, 2013 the details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

Conservation of energy NIL
Technology absorption NIL
Foreign exchange earnings and NIL
Outgoing

29. HUMAN RESOURCES

Your Company treats its "Human Resources" as one of its most important assets. Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. Your Company thrust is on the promotion of talent internally through job rotation and job enlargement.

30. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirms that: a. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; b. They 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. They 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. They had prepared the annual accounts on a going concern basis;

They had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

31. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND.

Pursuant to the provisions of the Investor Education Protection Fund (IEPF) and the rules framed there under, your directors ensure that there was no unpaid/unclaimed dividend declared and paid last year, the provisions of Section 125 of the Companies Act, 2013 does not apply.

32. LISTING ON STOCK EXCHANGES.

The Equity Shares of the Company are listed in Bombay stock Exchange Ltd. (BSE) & Calcutta Stock Exchange Limited (CSE) and necessary Listing Fees paid upto date.

33. ACKNOWLEDGEMENT

Your Board would like to record its appreciation for the co operation and support received from its employees, shareholders and all other stakeholders. Your Board wishes to place on record its deep appreciation of the Independent Directors and Non-Executive Directors of the Company for their great contribution by way of strategic guidance, sharing of knowledge, experience and wisdom which help your company to take the right decision in achieving its goals.

For and on Behalf of the Board of Directors

Sd/-

Date: 06/09/2024

Himanshu C Shah

Place: Kolkata

(Managing Director)

Registered Office:

23, Ganesh Chandra Avenue,
3rd Floor
Kolkata-700013