To,
The Members,
Quasar India Limited
Your Directors are pleased to present the 45th Annual Report on the business
and operations of the Company along with the Audited Financial Statement for the Financial
Year ended on 31st March, 2024.
1. FINANCIAL RESULTS:
The financial performance of the Company for the Financial Year ended on 31st
March, 2024 and for the previous financial year ended on 31st March, 2023 is
given below:
(Amount in Thousand)
| Particulars |
Financial Year 2023-24 |
Financial Year 2022-23 |
| Revenue from Operations |
364574.35 |
38224.79 |
| Other Income |
0.00 |
5234.71 |
| Total Revenue |
364574.35 |
43459.49 |
| Total Expenses |
340863.33 |
31305.02 |
| Profit / Loss before Depreciation, Exceptional and Extra Ordinary Items and Tax
Expenses |
23711.03 |
12154.48 |
| Less: Exceptional and Extra Ordinary Items |
0.00 |
0.00 |
| Profit / Loss before Tax Expenses |
23711.03 |
12154.48 |
| Less: Current Tax |
6308.07 |
2028.58 |
| Deferred Tax |
817.93 |
0.00 |
| Income Tax of Previous Year |
545.28 |
0.00 |
| Profit / Loss for the Period |
16039.75 |
10125.90 |
| Earnings Per Share (EPS) |
|
|
| Basis |
3.00 |
1.89 |
| Diluted |
3.00 |
1.89 |
2. OPERATIONS:
Total revenue from operations for Financial Year 2023-24 is Rs. 364574.35 thousand as
compared to total revenue from operations of Rs. 43459.49 thousand for previous Financial
Year. The Company has incurred Profit before tax for the Financial Year 2023-24 of Rs.
23711.03 thousand as compared to Profit before tax of Rs. 12154.48 thousand for previous
Financial Year. The Net Profit after tax for the Financial Year 2023-24 is Rs. 16039.75
thousand as compared to Net Profit after tax of Rs. 10125.90 thousand for previous
Financial Year. The Directors are continuously looking for the new avenues for future
growth of the Company and expect more growth in the future period.
3. CHANGE IN NATURE OF BUSINESS, IF ANY:
There is no change in the nature of business during the year under review.
4. WEBLINK OF ANNUAL RETURN:
Pursuant to Section 92(3) read with Section134(3)(a) of the Act, the Annual Return as
on March 31, 2023 is available on the Company's website at www.quasarindia.in.
5. SHARE CAPITAL:
A. AUTHORISED SHARE CAPITAL :
The authorized share capital of the Company as on 31st March, 2024 is Rs.
5,47,00,000/- (Rupees Five Crores Forty-Seven Lakhs Only) divided into 54,70,000
(Fifty-Four Lakhs Seventy Thousand Only) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
B. PAID-UP SHARE CAPITAL :
The paid-up share capital of the Company as on 31st March, 2024 is Rs.
5,35,25,000/- (Rupees Five Crores Thirty-Five Lakhs Twenty-Five Thousand Only) divided
into 53,52,500 (Fifty-Three Lakhs Fifty -Two Thousand Five Hundred) equity shares of Rs.
10/- (Rupees Ten Only).
6. DIVIDEND:
To conserve the resources for future prospect and growth of the Company, the Board of
Directors do not recommend any dividend for the Financial Year 2023-24 (Previous year -
NIL).
7. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:
Pursuant to Section 124 of the Companies Act, 2013, the amount of dividend remaining
unpaid or unclaimed for a period of seven years shall be transferred to the Investor
Education and Protection Fund ("IEPF"). During the year under review, there was
no unpaid or unclaimed dividend in the "Unpaid Dividend Account" lying for a
period of seven years from the date of transfer of such unpaid dividend to the said
account. Therefore, there were no funds which were required to be transferred to Investor
Education and Protection Fund.
8. TRANSFER TO RESERVES:
The Profit of the Company for the Financial Year ending on 31st March, 2024
is transferred to profit and loss account of the Company under Reserves and Surplus.
9. DISCLOSURES RELATING TO HOLDING, SUBSIDIARY, ASSOCIATE COMPANY AND JOINT
VENTURES:
The Company does not have any Holding / Subsidiary / Associate Company and Joint
Venture.
10. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF
THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE
FINANCIAL STATEMENTS RELATES AND THE DATE OF THE REPORT:
There have been no material changes and commitments, which affect the financial
position of the Company which have occurred between the end of the financial year to which
the financial statements relate and the date of this Report.
11. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS:
No significant material orders has been passed by the Regulators or Courts or Tribunals
impacting the going concern status and Company's operations in future.
12. BOARD MEETINGS:
The Directors of the Company met at regular intervals at least once in a quarter with
the gap between two meetings not exceeding 120 days to take a view of the Company's
policies and strategies apart from the Board Matters.
During the year under the review, the Board of Directors met 11 (Eleven) times viz. 27th
May, 2023, 9th August, 2023, 10th August, 2023, 5th
September, 2023, 6th October, 2023, 4th November, 2023, 8th November,
2023, 14th December, 2023, 18th December, 2023, 24th
January, 2024 and 27th March, 2024.
13. DIRECTORS' RESPONSIBILITY STATEMENT:
In accordance with the provisions of Section 134(3)(c) and Section 134(5) of the
Companies Act, 2013, to the best of their knowledge and belief the Board of Directors
hereby submit that:
a. In the preparation of the Annual Accounts, for the year ended on 31st
March, 2024 the applicable accounting standards have been followed and there is no
material departure from the same;
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 financial year and of the
profit of the company for the financial year ended on 31st March, 2024;
c. The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of Companies Act, 2013 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;
e. The Directors had laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and are operating
effectively and;
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.
14. CORPORATE SOCIAL RESPONSIBILITY fCSR):
The provisions of Section 135 of the Companies Act, 2013 is not applicable to your
Company as the Company does not fall under the criteria limits mentioned in the said
section of the Act.
Hence, the Company has not taken voluntary initiative towards any activity mentioned
for Corporate Social Responsibility.
15. EXPLANATIONS / COMMENTS BY THE BOARD ON EVERY QUALIFICATION. RESERVATION OR
ADVERSE REMARK OR DISCLAIMER MADE:
A. Auditors' Report:
There were no qualifications, reservations, adverse remarks or disclaimer made by the
Auditors in their report on the financial statement of the Company for the financial year
ended on 31st March, 2024. Maintenance of cost records as specified under
Companies Act, 2013 is not applicable to the Company.
B. Secretarial Auditor's Report:
The Secretarial Audit Report for the Financial Year 2023-24 i.e. Form MR-3. The report
of the Secretarial auditor has not made any adverse remark in their Audit Report except:
a) There was a delayed submission of financial results for the period ended
December 31, 2023 as to the Stock Exchange as per regulation 33 of the SEBI LODR
Regulations, 2015
Reply:
We regret the delay in submitting the financial results under Regulation 33 of the SEBI
(LODR) Regulations, 2015, for the Quarter ended 31st December, 2023 but we have
submitted the required financial results to the stock exchange with the transparency and
accountability.
16. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT.2013:
The details of loans, investment, guarantees and securities covered under the
provisions of section 186 of the Companies Act, 2013 are provided in the financial
statement.
17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:
All transactions to be entered by the Company with related parties will be in the
ordinary -Course of business and on an arm's length basis. However, the Company has not
entered into any related party transaction, as provided in Section 188 of the Companies
Act, 2013, with the related party. Hence, Disclosure as required under Section 188 of the
Companies Act, 2013 is not applicable to the Company.
18. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Management Discussion and Analysis Report as required under Regulation 34 and
Schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015
forms an integral part of this Report, and provides the Company's current working and
future outlook as per Annexure - 1.
19. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company has in place adequate internal financial controls with reference to
financial statement across the organization. The same is subject to review periodically by
the internal audit cell for its effectiveness. During the financial year, such controls
were tested and no reportable material weaknesses in the design or operations were
observed. The Statutory Auditors of the Company also test the effectiveness of Internal
Financial Controls in accordance with the requisite standards prescribed by ICAI. Their
expressed opinion forms part of the Independent Auditor's report.
Internal Financial Controls are an integrated part of the risk management process,
addressing financial and financial reporting risks. The internal financial controls have
been documented, digitized and embedded in the business processes.
Assurance on the effectiveness of internal financial controls is obtained through
management reviews, control self-assessment, continuous monitoring by functional experts.
We believe that these systems provide reasonable assurance that our internal financial
controls are designed effectively and are operating as intended.
During the year, no reportable material weakness was observed.
20. RESERVES & SURPLUS:
| Sr. No. |
Particulars |
Amount (In Thousand) |
| 1. |
Balance at the beginning of the year |
9950.93 |
| 2. |
Current Year's Profit |
16039.75 |
|
Total |
25990.68 |
21. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF THE RISK MANAGEMENT
POLICY OF THE COMPANY:
The Company has framed formal Risk Management framework for risk assessment and risk
minimization for Indian operation which is periodically reviewed by the Board of Directors
to ensure smooth operations and effective management control. The Audit Committee also
reviews the adequacy of the risk management frame work of the Company, the key risks
associated with the business and measures and steps in place to minimize the same.
22. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND
OUTGO:
The details of conservation of energy, technology absorption etc. as required to be
given under section 134(3)(m) of the Companies Act 2013 read with the Companies (Accounts)
Rules, 2014, is not given as the Company has not taken any major step to conserve the
energy etc. Further, there was no foreign exchange earnings and outgo during the financial
year 2023-24.
| Foreign exchange earnings and outgo |
F.Y. 2023-24 |
F.Y. 2022-23 |
| a. Foreign exchange earnings |
Nil |
Nil |
| b. CIF value of imports |
Nil |
Nil |
| c. Expenditure in foreign currency |
Nil |
Nil |
| d. Value of Imported and indigenous Raw Materials, Spare-parts and Components
Consumption |
Nil |
Nil |
23. POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION:
The Remuneration policy is directed towards rewarding performance based on review of
achievements on a periodical basis. The remuneration policy is in consonance with the
existing industry practice and is designed to create a high-performance culture. It
enables the Company to attract, retain and motivate employees to achieve results. The
Company has made adequate disclosures to the members on the remuneration paid to Directors
from time to time. The Company's Policy on director's appointment and remuneration
including criteria for determining qualifications, positive attributes, independence of a
director and other matters provided under Section 178 (3) of the Act is available on the
website of the Company at www.quasarindia.in.
24. SECRETARIAL STANDARDS:
During the year under review, the Company has complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries of India (ICSI). The Company has
devised proper systems to ensure compliance with its provisions and is in compliance with
the same.
25. REPORTING OF FRAUDS BY THE AUDITORS:
During the year under review, neither the Statutory nor the Secretarial Auditors has
reported to the Audit Committee under Section 143(12) of the Companies Act, 2013 any
instances of fraud committed against the Company by its officers or employees, the details
of which would need to be mentioned in the Board's Report.
26. STATE OF COMPANY'S AFFAIRS:
Management Discussion and Analysis Report for the year under review, as stipulated in
Regulation 34(2)(e) of SEBI Listing Regulations is given as a separate part of the Annual
Report. It contains a detailed write up and explanation about the performance of the
Company.
27. STATEMENT ON ANNUAL EVALUATION OF BOARD'S PERFORMANCE:
The Board evaluated the effectiveness of its functioning, that of the Committees and of
individual Directors, pursuant to the provisions of the Act and SEBI Listing Regulations.
The Board sought the feedback of Directors on various parameters including:
• Degree of fulfillment of key responsibilities towards stakeholders (by way of
monitoring corporate governance practices, participation in the long-term strategic
planning, etc.);
• Structure, composition, and role clarity of the Board and Committees;
• Extent of co-ordination and cohesiveness between the Board and its Committees;
• Effectiveness of the deliberations and process management;
• Board / Committee culture and dynamics; and
• Quality of relationship between Board Members and the Management.
The above criteria are broadly based on the Guidance Note on Board Evaluation issued by
the Securities and Exchange Board of India on January 5, 2017.
The Chairman of the Board had one-on-one meetings with each Independent Director and
the Chairman of Nomination and Remuneration Committee had one-on-one meetings with each
Executive and Non-Executive, Non-Independent Directors. These meetings were intended to
obtain Directors' inputs on effectiveness of the Board / Committee processes.
In a separate meeting of Independent Directors, performance of Non-Independent
Directors, the Board as a whole, and the Chairman of the Company was evaluated, taking
into account the views of Executive Directors and Non-Executive Directors.
The Nomination and Remuneration Committee reviewed the performance of the individual
directors and the Board as a whole.
In the Board meeting that followed the meeting of the independent directors and the
meeting of Nomination and Remuneration Committee, the performance of the Board, its
committees, and individual directors was discussed.
The evaluation process endorsed the Board Members' confidence in the ethical standards
of the Company, the resilience of the Board and the Management in navigating the Company
during challenging times, cohesiveness amongst the Board Members, constructive
relationship between the Board and the Management, and the openness of the Management in
sharing strategic information to enable Board Members to discharge their responsibilities
and fiduciary duties.
The Board carried out an annual performance evaluation of its own performance and that
of its committees and individual directors as per the formal mechanism for such evaluation
adopted by the Board. The performance evaluation of all the Directors was carried out by
the Nomination and Remuneration Committee.
The performance evaluation of the Chairman, the Non-Independent Directors and the Board
as a whole was carried out by the Independent Directors. The exercise of performance
evaluation was carried out through a structured evaluation process covering various
aspects of the Board functioning such as composition of the Board & committees,
experience & competencies, performance of specific duties & obligations,
contribution at the meetings and otherwise, independent judgment, governance issues etc.
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and
Disclosure Requirements) Regulations, 2015, the Board has carried out the annual
performance evaluation of the Directors individually as well as evaluation of the working
of the Board by way of individual feedback from directors.
The evaluation frameworks were the following key areas:
a) For Non-Executive & Independent Directors:
• Knowledge
• Professional Conduct
• Comply Secretarial Standard issued by ICSI Duties
• Role and functions b) For Executive Directors:
• Performance as leader
• Evaluating Business Opportunity and analysis of Risk Reward Scenarios
• Key set investment goal
• Professional conduct and integrity
• Sharing of information with Board.
• Adherence applicable government law
The Directors expressed their satisfaction with the evaluation process.
28. MANAGING THE RISKS OF FRAUD. CORRUPTION AND UNETHICAL BUSINESS PRACTICES:
A. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has established vigil mechanism and framed whistle blower policy for
Directors and employees to report concerns about unethical behaviour, actual or suspected
fraud or violation of Company's Code of Conduct or Ethics Policy.
B. BUSINESS CONDUCT POLICY:
The Company has framed "Business Conduct Policy". Every employee is required
to review and sign the policy at the time of joining and an undertaking shall be given for
adherence to the policy. The objective of the policy is to conduct the business in an
honest, transparent and in an ethical manner. The policy provides for anti-bribery and
avoidance of other corruption practices by the employees of the Company.
29. LOANS FROM DIRECTOR / RELATIVE OF DIRECTOR:
During the year under review, the Company has not entered into any materially
significant related party transactions which may have potential conflict with the interest
of the Company at large. Suitable disclosures as required are provided in AS-18 which is
forming the part of the notes to financial statement.
30. PARTICULARS OF EMPLOYEES:
The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration
of Managerial Personnel) Rules, 2014 are not applicable to the Company as none of the
Employees of the Company has received remuneration above the limits specified in the Rule
5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel)
Rules, 2014 during the Financial Year 2023-24.
31. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE 2016:
During the year under review, there were no applications made or proceedings pending in
the name of the Company under the Insolvency and Bankruptcy Code 2016.
32. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:
During the year under review, there has been no one time settlement of Loans taken from
Banks and Financial Institutions.
33. DIRECTORS AND KEY MANAGERIAL PERSONNEL:
The Directors and Key Managerial Personnel of the Company are summarized below:
| Sr. No. |
Name |
Designation |
DIN / PAN |
| 1. |
Mr. Sameer Amit Shah1 |
Managing Director |
08712851 |
| 2. |
Ms. Shetal Viral Sheth2 |
Additional Non-Executive Director |
03306760 |
| 3. |
Ms. Saasha Lloyd Rozario3 |
Additional Independent Director |
10414941 |
| 4. |
Mr. Vijaybhai Patni4 |
Managing Director |
08712851 |
| 5. |
Ms. Hansaben Parmar5 |
Non-Executive Director |
09684012 |
| 6. |
Mr. Nishit Bharatbhai Popat5 |
Independent Director |
09279612 |
| 7. |
Ms. Hetal Neel Pathak5 |
Independent Director |
09683121 |
| 8. |
Mr. Nirav Kishorachandra Mahadevia6 |
Additional Independent Director |
02512770 |
| 9. |
Mr. Lovish Kataria7 |
Additional Independent Director |
06925922 |
| 10. |
Ms. Namrata Sharma7 |
Additional Independent Director |
10204473 |
| 11. |
Mr. Vishal Babubhai Makwana8 |
Managing Director |
10671094 |
| 12. |
Ms. Shital Vishal Makwana9 |
Additional Non-Executive Director |
09683121 |
| 13. |
Mr. Anand Lohia10 |
Company Secretary |
ACNPL3538M |
| 14. |
Mr. Vijaybhai Patni4 |
Chief Financial Officer |
DJVPP9467H |
| 15. |
Mr. Manojkumar Nanavati11 |
Chief Financial Officer |
APAPN2255F |
| 16. |
Mr. Vishal Babubhai Makwana8 |
Chief Financial Officer |
CEGPM6560R |
1 Mr. Sameer Amit Shah has been appointed as a Managing Director w.e.f. 14th
December, 2023 and had given resignation as a Managing Director w.e.f. 19th
June, 2024.
2 Ms. Shetal Viral Sheth has been appointed as an Additional Non-Executive
Director w.e.f. 14th December, 2023 and had given resignation as an Additional
Non-Executive Director w.e.f. 29th May, 2024.
3 . Ms. Saasha Lloyd Rozario has been appointed as an Additional Independent
Director w.e.f. 14th December, 2023 and had given resignation as an Additional
Independent Director w.e.f. 6th July, 2024.
4 . Mr. Vijaybhai Patni had given resignation as a Managing Director and Chief
Financial Officer w.e.f. 15th December, 2023.
5 . Ms. Hansaben Parmar had given resignation as Non-Executive Director w.e.f. 15th
December, 2023, Mr. Nishit Bharatbhai Popat had given resignation as Independent Director
w.e.f. 1st December, 2023 and Ms. Hetal Neel Pathak had given resignation as
Independent Director w.e.f. 1st January, 2024.
6 . Mr. Nirav Kishorachandra Mahadevia has been appointed as an Additional
Independent Director w.e.f 24th January, 2024 and had given resignation as an
Additional Independent Director w.e.f. 20th May, 2024.
7 . Mr. Lovish Kataria and Ms. Namrata Sharma has been appointed as an Additional
Independent Director w.e.f 20th May, 2024
8 Mr. Vishal Babubhai Makwana has been appointed as a Managing Director w.e.f. 19th
June, 2024 and appointed as a Chief Financial Officer w.e.f. 6th July, 2024
9 . Mr. Shital Vishal Makwana has been appointed as an Additional Non-Executive
Director w.e.f. 6th July, 2024
10 Mr. Anand Lohia had given resignation as a Company Secretary and Compliance
Officer w.e.f 15th May, 2024
11 Mr. Manojkumar Nanavati had been appointed as a Chief Financial Officer w.e.f.
14th December, 2023 and given resignation w.e.f. 6th July, 2024
Apart from the above changes, there were no other changes in the composition of the
Board of Directors of the Company during the Financial Year 2023-24 and till the date of
Board's Report. As per Companies Act, 2013, the Independent Directors are not liable to
retire by rotation.
34. DECLARATION BY INDEPENDENT DIRECTORS:
Ms. Namrata Sharma and Mr. Lovish Kataria are Independent Directors of the Company have
confirmed to the Board that they meet the criteria of Independence as specified under
Section 149 (6) of the Companies Act, 2013 and are qualified to be Independent Director.
They also confirmed that they meet the requirements of Independent Director as mentioned
under Regulation 16(1)(b) of SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015. The confirmations were noted by the Board.
35. CORPORATE GOVERNANCE:
As per Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, quarterly compliance report on requirement Corporate Governance is not
applicable to the Company. Hence, Corporate Governance does not form part of this Board's
Report.
36. DEPOSITS:
As per Section 73 of the Companies Act, 2013, the Company has neither accepted nor
renewed any deposits during the financial year. Hence, the Company has not defaulted in
repayment of deposits or payment of interest during the financial year.
37. FORMAL ANNUAL EVALUATION PROCESS BY BOARD:
Pursuant to the provisions of the Companies Act, 2013 and Rules made thereunder, the
Board has carried the evaluation of its own performance, performance of Individual
Directors, Board Committees, including the Chairman of the Board on the basis of
attendance, contribution towards development of the Business and various other criteria as
recommended by the Nomination and Remuneration Committee of the Company. The evaluation of
the working of the Board, its committees, experience and expertise, performance of
specific duties and obligations etc. were carried out. The Directors expressed their
satisfaction with the evaluation process and outcome.
In a separate meeting of Independent Directors, the performances of Executive and Non -
Executive Directors were evaluated in terms of their contribution towards the growth and
development of the Company. The achievements of the targeted goals and the achievements of
the expansion plans were too observed and evaluated, the outcome of which was satisfactory
for all the Directors of the Company.
38. AUDITORS:
A. Statutory Auditor:
M/s V S S B & Associates, Chartered Accountants, Ahmedabad (Firm Registration No.
121356W), were appointed as the Statutory Auditors of the Company for the Financial Year
2023-24.
M/s V S S B & Associates, Chartered Accountants, resigned as a statutory auditor of
the Company as on 11th May, 2024. The Board of Director of the Company has been
appointed M/s. J Singh & Associates, Chartered Accountants, (FRN: 110266W) as the
Statutory Auditor of the Company as on 21st June, 2024 to fill the Casual
Vacancy.
The Auditor's report for the financial year ended on 31st March, 2024 has
been issued with an unmodified opinion by the M/s. V S S B & Associates, Statutory
Auditors and the report is part of the Annual Report.
B. Secretarial Auditor:
The Board of Directors pursuant to Section 204 of the Companies Act, 2013 read with
Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, has appointed Mr. Jay Pandya, Proprietor of M/s. Jay Pandya & Associates,
Company Secretaries, Ahmedabad as a Secretarial Auditor of the Company to conduct
Secretarial Audit for the Financial Year 2023-24.
The Secretarial Audit Report for the Financial Year 2023-24 is annexed herewith as Annexure
- 2 in Form MR-3.
39. DISCLOSURES:
A. Audit Committee:
During the year under review, meetings of members of the Audit Committee as tabulated
below, was held on 27th May, 2023, 9th August, 2023, 10th
August, 2023, 5th September, 2023, 8th November, 2023 and 27th
March, 2024 the attendance records of the members of the Committee are as follows:
The constitution of the Audit Committee is as follows:
| Sr. No. |
Name |
Designation |
Nature of Directorship |
| 1. |
Ms. Namrata Sharma |
Chairperson |
Non-Executive Independent Director |
| 2. |
Mr. Lovish Kataria |
Member |
Non-Executive Independent Director |
| 3. |
Mr. Vishal Babubhai Makwana |
Member |
Managing Director |
B. Nomination and Remuneration Committee:
During the year under review, meetings of members of the Nomination and Remuneration
Committee as tabulated below, was held on 4th November, 2023, 14th
December, 2023, and 24th January, 2024 the attendance records of the members of
the Committee are as follows:
The constitution of the Nomination and Remuneration Committee is as follows:
| Sr. No. |
Name |
Designation |
Nature of Directorship |
| 1. |
Mr. Lovish Kataria |
Chairperson |
Non-Executive Independent Director |
| 2. |
Ms. Namrata Sharma |
Member |
Non-Executive Independent Director |
| 3. |
Ms. Shital Vishal Makwana |
Member |
Non-Executive NonIndependent Director |
C. Stakeholders Relationship Committee:
During the year under review, meetings of members of the Stakeholders Relationship
Committee as tabulated below, was held on 5th September, 2023, the attendance
records of the members of the Committee are as follows:
The constitution of the Stakeholders Relationship Committee is as follows:
| Sr. No. |
Name |
Status |
Nature of Directorship |
| 1. |
Ms. Namrata Sharma |
Chairperson |
Non-Executive Independent Director |
| 2. |
Mr. Lovish Kataria |
Member |
Non-Executive Independent Director |
| 3. |
Mr. Vishal Babubhai Makwana |
Member |
Managing Director |
40. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION.
PROHIBITION & REDRESSAL) ACT. 2013:
The Company has always been committed to provide a safe and conducive work environment
to its employees. Your Directors further state that during the year under review there
were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 as confirmed by the Internal Complaints Committee as
constituted by the Company.
41. INDUSTRIAL RELATIONS:
The Directors are pleased to report that the relations between the employees and the
management continued to remain cordial during the year under review.
42. MAINTENANCE OF COST RECORDS:
The provisions relating to maintenance of cost records as specified by the Central
Government under sub-section (1) of section 148 of the Companies Act, 2013, are not
applicable to the Company and accordingly such accounts and records are not required to be
maintained.
43. ACKNOWLEDGEMENTS:
Your Directors would like to express their sincere appreciation for the co-operation
and assistance received from the Bankers, Regulatory Bodies, Stakeholders including
Financial Institutions, Suppliers, Customers and other business associates who have
extended their valuable sustained support and encouragement during the year under review.
Your Directors take this opportunity to recognize and place on record their gratitude
and appreciation for the commitment displayed by all executives, officers and staff at all
levels of the Company. We look forward for the continued support of every stakeholder in
the future.
| Registered Office: |
|
By the Order of the Board of |
| 1971-72, Room No.3, |
|
Quasar India Limited |
| Ground Floor, |
|
|
| Kucha Chelan, Khari Baoli, |
|
|
| Chandni Chowk, North Delhi, |
Sd/- |
Sd/- |
| Delhi - 110 006 |
Vishal Babubhai Makwana |
Shital Vishal Makwana |
|
Managing Director |
Non-Executive Director |
| Place: Delhi |
DIN: 10671094 |
DIN: 10697423 |
| Date: 21st August, 2024 |
|
|
|