To,
The Members of KBC Global Limited
(Formerly known as "Karda Constructions Limited)
(CIN: L45400MH2007PLC174194)
Your Directors have pleasure in presenting the 16th Annual Report together
with audited statement of accounts of the Company for the year ended on 31st
March 2023.
FINANCIAL HIGHLIGHT
The financial performance of your Company for the year ended March 31, 2023 is
summarized below: -
(Amounts in Lakhs)
Particulars |
Standalone |
Consolidated |
|
2022-2023 |
2021-2022 |
2022-2023 |
2021-2022 |
Total Revenue |
10,872.40 |
11,131.80 |
12,065.73 |
11,131.80 |
Total Expenses |
11144.52 |
7296.35 |
11181.17 |
7296.35 |
Earnings before interest and tax |
(272.12) |
3,835.44 |
884.56 |
3835.45 |
Finance Cost |
1,223.53 |
1,430.47 |
1,223.53 |
1,430.47 |
Depreciation |
13.15 |
12.45 |
13.15 |
12.45 |
Profit Before Tax |
(1508.80) |
2,392.52 |
(352.12) |
2,392.52 |
Exceptional Items-Loss by fire |
- |
- |
- |
- |
Tax Expenses: |
|
|
|
|
Current Tax |
- |
664.29 |
- |
664.29 |
Deferred Tax |
2.12 |
2.89 |
2.12 |
2.89 |
Net Profit for the Period |
(1510.92) |
1725.34 |
(354.24) |
1,725.34 |
Items that will not be subsequently reclassified to profit or loss |
(8.10) |
(8.10) |
(8.10) |
(8.10) |
Total Comprehensive Income for the period |
(1519.02) |
1717.47 |
(362.34) |
1,717.24 |
Earnings per share (EPS)*(Face value of 1 each) |
|
|
|
|
Basic EPS |
(0.23) |
2.79 |
(0.05) |
0.28 |
Diluted EPS |
(0.23) |
2.79 |
(0.05) |
0.28 |
Standalone Financial Statements
During the Financial Year 2022-2023, revenue from operations is 10,818.56 Lakhs as
compared to 10,164.52 Lakhs during the previous year. Company has incurred loss for the
financial year of (1,519.02) Lakhs as compared to profit of 1717.47 Lakhs of
previous year.
The financial statements of the Company for the year ended 31st March, 2023 have been
disclosed as per Schedule III to the Companies Act, 2013.
Consolidated Financial Statement
The reporting on the performance and financial position of the Subsidiary company in
the Board's Report in accordance with section 129(3) of the Companies Act, 2013 and the
Indian Accounting Standard (Ind AS) 110 is applicable and forms the part of this Annual
report.
PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARY COMPANIES /JOINT VENTURE/
ASSOCIATE COMPANY:
The Board has reviewed the affairs of its subsidiary company. Pursuant to Section
129(3) of the Companies Act, 2013 and Rule 5 of the Companies (Accounts) Rules, 2014, a
statement containing the salient features of the financial statements of the Company's
subsidiaries/ joint ventures/ associate companies of the Company, bringing out the
highlights of their performance, in the prescribed form Form AOC 1 which appears at
"Annexure I" to this report. Details pertaining to the subsidiary of the Company
is provided in the notes to the Consolidated Financial Statements.
The Audited Financial Statements of Company's subsidiary for the financial year ended
31st March, 2023 are available on the web link www.kardaconstruction.com and the same are
also available for inspection at the Registered Office of the Company as per the details
mentioned in the notice of the Annual General Meeting. Your Company will also make
available these documents upon request by any Member of the Company interested in
obtaining the same, subject to compliance of the applicable provisions of the Companies
Act, 2013.
Reserves
The company does not propose to carry any amounts to any reserves. (Previous year :
Nil)
Dividend
The company did not declare any dividend for financial year 2022-2023 (Previous Year :
Nil).
There has been no transfer of unclaimed or unpaid dividend to investor education and
protection fund, as there are no unclaimed or unpaid dividends.
Pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure requirements
Regulations, 2015 ("Listing Regulations") the dividend distribution policy has
voluntary adopted by the Company.
Deposits
The company has neither accepted nor renewed any deposits under chapter V of the
Companies Act, 2013. Also, there are no deposits which remained unpaid or unclaimed as at
the end of the year. The question of default in repayment of deposits or payment of
interest thereon did not arise during the year. There are no deposits which are not in
compliance with the requirements of Chapter V of the Companies Act, 2013.
BUSINESS AND OPERATIONS
Business Overview
The Company is operating majorly in the following two segments:
Construction and development of residential and commercial projects
Contractual projects
A summary of completed and ongoing projects as on March 31, 2023 has been detailed in
the Management Discussion and Analysis Report titled Management Report' forming part
of the Annual Report.
Change in the nature of business
During the financial year there were no changes in the nature of business of the
company.
Operational Overview
During the year under review, the Company handed over total 90 units with area of 95033
square feet of its ongoing residential and residential cum commercial projects.
Subsidiaries, Associate Companies, Joint Venture Companies
As on March 31, 2023, the Company has one Wholly-owned subsidiary and one step down
subsidiary. As per the provisions of the Companies Act, 2013 there are no associates or
joint venture companies of the Company. Further, there are no companies which have ceased
to be subsidiaries, associate companies or joint venture companies during the financial
year.
The Company has formulated a policy for determining material subsidiaries. The Policy
may be accessed at www.kardaconstruction.com.
CHANGE IN NAME
The Company have approved change of name of the company from Karda Constructions
Limited to KBC Global Limited w.e.f. September 14, 2021.
ALTERATION OF OBJECT CLAUSE OF THE MEMORANDUM
There has been no change in the object clause of Memorandum of Association during the
year.
SHARE CAPITAL RELATED MATTERS
Share Capital
As on March 31,2023 the Authorised Share capital of the company was 350,00,00,000/-
(Rupees Three Hundred Fifty Crores Only) comprising of 350,00,00,000 (Three Hundred Fifty
Crores) equity shares of 1/- each (Rupees One Only). While the paid up share capital of
the company was 66,56,77,941/- (Rupees Sixty Six Crores Fifty Six Lakhs Seventy Seven
Thousand Nine Hundred Forty one only) comprising of 66,56,77,941 (Sixty Six Crores Fifty
Six Lakhs Seventy Seven Thousand Nine Hundred Forty one ) equity shares of 1/- each
(Rupees One Only).
ALTERATION OF CLAUSE V OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY
During the year company has altered clause V of the Memorandum of Association as
follows:
The Company has increased its Authorised Share Capital from 100,00,00,000/- (Rupees One
Hundred Crores only) consisting of 100,00,00,000 (One Hundred Crores) Equity Shares of Re.
1/- (Rupee One) each to Rs. 350,00,00,000/- (Rupees Three Hundred and Fifty Crores only)
divided into 350,00,00,000 (Three Hundred and Fifty Crores) Equity Shares of Re. 1/-
(Rupee One only) each.
SUB-DIVISION OF SHARES
No sub-division of shares during the year.
KBC Global Limited is a public limited company and its equity shares are listed on the
National Stock Exchange of India Limited and BSE Limited.
Bonus issue, rights issue, private placements etc.
During the financial year, the company has issued and allotted 950 Foreign Currency
Convertible Bonds (FCCBs) of US$ 100,000 each to Global Focus Fund on private placement
basis through International offering, listed on Afrinex exchange Mauritius for Business
expansion by WOS based in UAE. Further in Month of February, 2023, the Company has
converted 21 FCCBs in to equity shares and allotted 5,06,77,941 (Five Crores Six Lakhs
Seventy Seven Thousand Nine Hundred Forty one) equity shares and pursuant to same paid up
capital of the Company stands increase to 66,56,77,941/- (Rupees Sixty Six Crores Fifty
Six Lakhs Seventy Seven Thousand Nine Hundred Forty one only) comprising of 66,56,77,941
(Sixty Six Crores Fifty Six Lakhs Seventy Seven Thousand Nine Hundred Forty one ) equity
shares of 1/- each (Rupees One Only).
No bonus shares or Rights were issued during the year.
Equity shares with differential voting rights
The company has not issued equity shares with differential voting rights during the
year.
Employees stock options
The company has not provided any stock option scheme to the employees.
Buy-back of securities
The company has not bought back any of its securities during the year.
Sweat equity shares
The company has not issued any sweat equity shares during the year.
BOARD DIRECTORS
Composition of the Board of Directors
The management of the Company is immensely benefitted from the guidance, support and
mature advice from members of the Board of Directors who are also members of various
committees. The Board consists of directors possessing diverse skill, rich experience to
enhance quality of its performance. The Company has adopted a Policy on Board Diversity
formulated by the Nomination and Remuneration Committee. The Company's Remuneration Policy
has laid down a framework for remuneration of Directors (Executive and Non- Executive),
Key Managerial Personnel and Senior Management Personnel. These Policies are available on
the Company's website at www.kardaconstruction.com. The Company has formulated policy on
Succession Planning for Directors and Key Managerial Personnel for continuity and smooth
functioning of the Company.
Woman Director
In accordance with the provisions of second proviso to sub-section 1 of Section 149 of
the Companies Act, 2013 read with rule 3 of the companies (Appointment and Qualification
of Directors) rules, 2014, and Regulation 17 of (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and Section 149(6) read with section 161(1) of the
companies act the company has appointed Mrs. Ziral Pankajkumar Soni (DIN:09213763) as a
Women Non-Executive Independent director on the board with effect from 25th
October, 2021.
Independent Directors
Following are the Non-Executive Independent directors for complying with the provisions
of section 149 of the Companies Act, 2013 read with rule 4 of the Companies (Appointment
and Qualification of Directors) Rules, 2014 appointed on board:
Mrs. Ziral Pankajkumar Soni (DIN:09213763)
Mr. Rahul Kishor Dayama (DIN: 07906447)
Mr. Sandeep Ravindra Shah (DIN: 06402659)
Declaration by Independent Directors
Pursuant to the provisions of Section 149 of the Companies Act, 2013 ("the
Act"), the independent directors have submitted declarations that each of them meet
the criteria of independence as provided in Section 149(6) of the Act along with Rules
framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been
no change in the circumstances affecting their status as independent directors of the
Company. During the year the Company has passed the special resolution for re-appointment
of Mr. Rahul Dayama and Mr. Sandeep Shah as the Independent Directors for their second
term.
Meetings of the board
17 (Seventeen) Board Meetings were held during the Financial Year. The details of the
Board and various Committee meetings are given in the Corporate Governance Report.
The intervening gap between the meetings was within the period prescribed under section
173 of the Companies Act, 2013, read with Companies (Meetings of Board and its Powers)
Rules, 2014, relevant circulars, notifications, orders and amendments thereof.
Re-appointment of Directors Retiring by Rotation
Pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Manohar
Karda, Whole-time Director (DIN: 01808564) is liable to retire by rotation at the ensuing
Annual General Meeting and being eligible offers himself for reappointment.
The Board of Directors based on the recommendations of the Nomination and Remuneration
Committee, have recommended the re-appointment of Mr. Manohar Karda, Whole-time Director
(DIN: 01808564), Director retiring by rotation.
CHANGE IN DIRECTORS
There has been no change in Directors during the year.
Performance Evaluation
The Board has carried out an annual performance evaluation of its own performance, the
directors individually as well as the evaluation of the working of its various Committees
for the Financial Year 2022-23. The evaluation was conducted on the basis of a structured
questionnaire which comprises performance criteria such as performance of duties and
obligations, independence of judgement, level of engagement and participation, attendance
of directors, their contribution in enhancing the Board's overall effectiveness, etc. The
Board has expressed their satisfaction with the process. The observations made during the
evaluation process were noted and based on the outcome of the evaluation and feedback of
the Directors, the Board and the management agreed on various action points to be
implemented in subsequent meetings.
The evaluation process endorsed cohesiveness amongst directors, smooth communication
between the Board and the management and the openness of the management in sharing the
information with the Board and placing various proposals for the Board's consideration and
approval. The Independent Directors met on November 26,2022 without the presence of other
directors or members of Management.
All the Independent Directors were present at the meeting. In the meeting, the
independent directors reviewed performance of Non Independent Directors, the Board as a
whole and Chairman. They assessed the quality, quantity and timeliness of flow of
information between the Company Management and the Board.
The Independent Directors expressed satisfaction over the performance and effectiveness
of the Board, individual Non Independent Directors and the Chairman. The Independent
Directors also expressed improvement in the flow of information between the company
management and the Board. The Independent Directors played active role in the committee
meetings including Audit Committee. The Board adopted the evaluation done by the
Independent Directors as well.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the requirement of Section 134 of the Companies Act, 2013, the Board
of Directors of the Company confirms:
i. In the preparation of the annual accounts for the financial year ended 31st March,
2023 the applicable accounting standards have been followed along with proper explanation
relating to material departures.
ii. That the Directors have 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/loss of the Company for the year ended 31st March, 2023.
iii. That the Directors have taken sufficient and proper care for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 2013
for safeguarding the assets of the Company and for preventing and detecting material fraud
and other irregularities.
iv. That the Directors have prepared the Annual Accounts on a going concern basis.
v. There are no material changes & commitments, if any, affecting the financial
position of the company which have occurred between the end of the financial year of the
company to which the financial statements relate & the date of the report.
vi. There are proper systems have been devised to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.
vii. That 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.
viii. Based on the framework of internal financial controls and compliance systems
established and maintained by 2013 the Company, work performed by the internal, statutory
and secretarial auditors and external consultants, including audit of internal financial
controls over financial reporting by the statutory auditors, and the reviews performed by
management and the relevant board committees, including the audit committee, the board is
of the opinion that the Company's internal financial controls were adequate and effective
during FY 2022-2023.
KEY MANAGERIAL PERSONNEL
There was no change (appointment/resignation) in the Key Managerial Personnel namely,
Managing Director, Whole-time Director, the Chief Financial Officer and the Company
Secretary of the Company during the financial year.
DISCLOSURES AS PER THE SECTION 134 OF THE COMPANIES ACT, 2013 READ WITH RULE 8 OF THE
COMPANIES (ACCOUNTS) RULES, 2014
Conservation of Energy, Technical Absorption and Foreign Exchange Earnings and Outgo
The information pursuant to Section 134(3)(m) of the Companies Act, 2013 read with
Companies (Accounts) Rules, 2014 is as follows:
a. The Company has no activity involving conservation of energy or technology
absorption.
b. The Company does not have any Foreign Exchange Earnings.
c. The Company does not have any Foreign Exchange outgo.
AUDIT RELATED MATTERS
Audit Committee
The Audit Committee comprised of following directors:
Sr. No. |
Name of Committee members |
Category |
1. |
Mr. Rahul Kishor Dayma |
Non- Executive, Independent Director, Chairperson |
2. |
Mr. Naresh Jagumal Karda |
Executive Director, Member |
3. |
Mrs. Ziral Pankajkumar Soni |
Non- Executive- Independent Director, Member |
Statutory Auditors
At the Eleventh General Meeting held on 29th September, 2018, the members
appointed M/S Sharp Arth & Co, (Formerly known as M/S JPL & Associates) Chartered
Accountants (Firm Registration No.132748W), as Statutory Auditors of the Company for a
period of 5 years from the conclusion of the Eleventh Annual General Meeting until the
conclusion of the Sixteenth Annual General Meeting.
The Board recommended the reappointment of M/S Sharp Arth & Co, (Formerly known as
M/S JPL & Associates) Chartered Accountants (Firm Registration No.132748W), as
Statutory Auditors of the Company for a period of 5 years with effect from the date of
this AGM.
The Statutory Auditors expressed an unmodified opinion in the audit reports with
respect to audited financial statements for the financial year ended March 31, 2023.
The auditor has not mentioned any disputes pending with revenue authorities in the
audit report:
Reporting of Offences involving fraud
The Auditors have not reported any offences involving fraud committed against the
company by the officers or employees of the company to the central Government or the board
or any other authority, as provided in section 143 (12) of the Companies Act, 2013 read
with corresponding rules, circulars, notifications, orders and amendments thereof.
Secretarial Audit
Secretarial Audit of the Company for the year ended March 31, 2023 was conducted by
Mrs. Gajara Shah (Mem No. 37875, COP No 22522) of M/S G K Shah & Associates,
Practicing Company Secretary.
The Secretarial Audit Report issued by Mrs. Gajara Shah (Mem No. 37875, COP No 22522)
of M/S G K Shah & Associates, in accordance with the provisions of Section 204 of the
Companies Act, 2013 is provided separately in the Annual Report in Annexure II. With
reference to observation given in point no 1 and 6 of the secretarial audit report, the
Board has informed that, due to non-avability of financials of wholly owned subsidiary the
delay happened. With reference to point no 2, 3, 4, 7, 8, 10, 11 and 12, the Board has
informed that, the Company will ensure that there are no such instance going forward. With
reference to point no 5, the Management has informed that, the delay was due to technical
error. With reference to point 14 to 16 the company has already made application
compounding application with Reserve Bank of India.
Cost Audit
Based on the recommendations of the Audit Committee, the Board of Directors has
appointed Mrs. Pradnya Chandodkar (Mem. No. 23164), as the Cost Auditors of the company
for the financial year 2022-23 and 2023-24. In terms of Rule 14 of the Companies (Audit
and auditors) Rules, 2014, the remuneration payable to the Cost Auditors is subject to
ratification by the shareholders of the Company. The Notice convening the Annual General
Meeting contains the proposal for ratification of the remuneration payable to the Cost
Auditors.
Internal Audit and Internal Financial Controls
The in-house internal Audit team is responsible for assurance with regard to the
effectiveness, accuracy and efficiency of the internal control systems and processes in
the Company. The company's audit team is independent, designed to add value and empowered
to improve the Company's processes. It helps the Company accomplish its objectives by
bringing a systematic, disciplined approach for evaluating and improving the effectiveness
of risk management, control and governance processes.
There are adequate internal financial controls in place with reference to the financial
statements.
During the year under review, the Internal Audit Department and the Statutory Auditors
tested these controls and no significant weakness was identified either in the design or
operations of the controls. A report issued by the Statutory Auditors, M/S Sharp Arth
& Co, on the Internal Financial Controls forms a part of the Annual Report.
Appointment of Secretarial Auditor
Based on the recommendations of the Audit Committee, the Board of Directors appointed
Mr. Krushang Shah (Mem No. 42187, COP No 26085) of M/S Krushang Shah & Associates,
Practicing Company Secretary as the Secretarial Auditor of the company for the financial
year 2023-2024.
Extract of the Annual Return
Pursuant to the provisions of Section 92(3) of the Act, the annual return of the
Company as on March 31, 2023 is available on the website of the Company under the investor
tab on the Company's website:www.kardaconstruction.com.
POLICY MATTERS
Nomination and Remuneration Policy
The Nomination and Remuneration Committee of the Board of Directors is responsible for
recommending the appointment of the Directors and senior management to the Board of
Directors of the Company. The Company has in place a Nomination and Remuneration Policy
containing the criteria for determining qualifications, positive attributes and
independence of a Director and policy relating to the remuneration for the Directors, key
managerial personnel and senior management personnel of the Company.
The Committee also postulates the methodology for effective evaluation of the
performance of Individual Directors, committees of the Board and the Board as a whole
which should be carried out by the Board and Committee and reviews its implementation and
compliance. The Nomination and Remuneration Policy is available under the investor tab on
the Company's website:www.kardaconstruction.com. The extract of policy is reproduced in
Annexure III to this report.
Risk Management Framework
The Company has developed and implemented a risk management framework detailing the
various internal and external risks faced by the Company and methods and procedures for
identifying, monitoring and mitigating such risks.
The risk management function is supporting the internal control mechanisms of the
Company and supplements internal and statutory audit functions.
Whistle Blower Policy/ Vigil Mechanism
The Company's Whistle Blower policy provides a mechanism under which an
employee/director of the Company may report unethical behavior, suspected or actual fraud,
violation of code of conduct and personnel policies of the Company.
The Company's Vigil Mechanism and Whistle Blower Policy entitle its Directors and
employees to also report the instances of leak or suspected leak of Unpublished Price
Sensitive Information.
The Vigil Mechanism ensures standards of professionalism, honesty, integrity and
ethical behavior. The Whistle Blower Policy/Vigil Mechanism is available under the
investor tab on the Company's website: www.kardaconstruction.com.
Corporate Social Responsibility Policy
The Company believes that its achievements do not refer only to its growth but are also
spread to society. Accordingly, company intends to offer quality education in India.
Education and Skilling are the Top Most Priority of the Company.
The Corporate Social Responsibility Policy, as formulated by the Corporate Social
Responsibility Committee and approved by the Board of Directors is available under
investor tab on the Company's website:www.kardaconstruction.com.
In terms of Section 134 of the Companies Act, 2013 read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014, the annual report on the Corporate Social
Responsibility activities of the Company is given in Annexure IV to this report.
SIGNIFICANT OR MATERIAL ORDERS PASSED BY REGULATORS / COURTS
During the year under review, there were no significant or material orders passed by
the regulators or courts or tribunals impacting the going concern status and Company's
operations in future.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013.
The Company has adopted a policy for the prevention and redressal of sexual harassment
at the workplace. Pursuant to the provisions of the Sexual Harassment of Women at the
Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has in place an
Internal Complaints Committee for prevention and redressal of complaints of sexual
harassment of women at the workplace. No complaints were received by the Company during
the year under review.
CORPORATE GOVERNANCE
In accordance with Regulation 34(3) read with Schedule V of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, a separate report on Corporate
Governance forms part of this report.
A certificate from Mr. Krushang Shah, Practicing Company Secretary affirming compliance
with the various conditions of Corporate Governance in terms of the Listing Regulations is
given in Annexure V to this report.
CODE OF CONDUCT
The Company has laid down a code of conduct for the Directors as well as for all senior
management of the Company. As prescribed under Regulation 17 of the Listing Regulations, a
declaration signed by the Chairman and Managing Director affirming compliance with the
code of conduct by the Directors and senior management personnel of the Company for
financial year 2022-23 forms part of the Corporate Governance Report.
DISCLOSURE ON CONFIRMATION WITH SECRETARIAL STANDARDS
The Directors confirm that the Secretarial Standards issued by the Institute of Company
Secretaries of India have been complied with pursuant to the Companies Act, 2013 and the
rules made thereunder.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In accordance with the requirements of the Listing Regulations, the analysis by
Management and discussion is presented in a separate section of the Annual Report titled
as Management Discussion and Analysis Report'.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Details of loans, guarantees and investments covered under section 186 of the Companies
Act, 2013 appear in the notes to the financial statements.
RELATED PARTY TRANSACTIONS
During the year, the Company did not enter into any contract / arrangement /
transaction with a related party which can be considered as material in terms of the
policy on related party transactions laid down by the Board of Directors. Related party
transactions, if any, pursuant to the Listing Regulations were approved by the Audit
Committee from time to time prior to entering into the transactions. The related party
transactions undertaken during financial year 2022-23 are detailed in the Notes to
Accounts of the Financial Statements.
Further, during the year under review, there were no material contracts or arrangements
with related parties referred to in sub-section (1) of Section 188 of the Companies Act,
2013. Therefore, there is no requirement to report any transaction in Form AOC- 2 in terms
of Section 134 of the Companies Act, 2013 and the rules made thereunder.
Remuneration Details of Directors, Key Managerial Personnel and Employees Details of
the remuneration of Directors, key managerial personnel and the statement of employees in
receipt of remuneration exceeding the limits prescribed under Section 134 of the Companies
Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is provided in Annexure VI to this report.
ADDITIONAL INFORMATION TO SHAREHOLDERS
All important and pertinent investor information such as financial results, investor
presentations, press releases, new launches and project updates are made available on the
Company's website (www.kardaconstruction.com) on a regular basis.
REVISION OF FINANCIAL STATEMENT OR BOARD'S REPORT
The company has not revised its financial statements or boards report in last three
financial years, with reference to section 131 of the Companies Act,2013.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH
HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE REPORT
The Company has made following allotments from closure of financial year to till date:
Date of allotment |
No of shares allotted |
No of allottees |
Details of allotment |
May 30,2023 |
7,13,95,112 |
24 |
Allotment of Equity shares allotted at 2.66/- each with face value of 1/- and premium
of 1.66/- per share on preferential basis |
June 7,2023 |
3,65,40,000 |
1 |
Allotment of Equity shares was made against the conversion of 15 FCCBs |
June 20,2023 |
30153142 |
|
Allotment of Equity shares allotted at 3.50/- each with face value of 1/- and premium
of 2.50/- per share on preferential basis |
June 21,2023 |
36167647 |
1 |
Allotment of Equity shares was made against the conversion of 15 FCCBs |
Except above, there have been no material changes affecting the financial position of
the company taken place between the end of the financial year of the company to which
financial statements relate and the date of the report.
GENERAL
Your Directors state that no disclosure or reporting is required in respect of the
following matters under the Companies Act, 2013 and SEBI Regulations either on account of
absence of any transaction or inapplicability of provisions:
Disclosure pursuant to Section 43(1) read with Rule 4(4) of Companies (Share Capital
and Debentures) rules,2014 regarding issue of equity shares with differential rights.
Details of any scheme providing money for the purchase of shares of the Company by
Employees for the benefit of Employees.
Receipt of any commission from the Company or remuneration from any of its subsidiaries
by the Managing Director or the Wholetime Director of the Company as per section 197(14)
of the Companies Act, 2013. Revision in the financial statements (apart from regrouping
adjustments) or directors' report in any of the three preceding financials years.
Regulation 32 (4) of SEBI LODR Regulations regarding explanation for the variation in
utilisation of money raised by public issue. Issue of shares (including sweat equity
shares) to employees of the company under any scheme.
There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.
There was no instance of onetime settlement with any Bank or Financial Institution.
FOR AND ON BEHALF OF THE BOARD OF KBC GLOBAL LIMITED (Formerly Known as KARDA
CONSTRUCTIONS LIMITED)
NARESH KARDA |
MANOHAR KARDA |
MANAGING |
WHOLE TIME |
DIRECTOR |
DIRECTOR |
(DIN: 01741279) |
(DIN: 01808564) |
(Authorised to sign and serve vide Board Resolution dated 07.09.2023) |
|
Date: 07.09.2023 |
|
Place: Nashik. |
|
|