ANNUAL REPORT FINANCIAL YEAR 2023-24
TO THE MEMBERS OF NARAYANI GEMS AND ORNAMENTS PRIVATE LIMITED
Your Directors have pleasure in presenting the Seventeenth Directors’ Report of your Company along with the Audited Financials of the Company for the Financial Year ended March 31, 2024.
FINANCIAL HIGHLIGHTS
The financial performance of the Company for the financial year ending March 31, 2024 is summarized as follows:
(Amount In Rs. Lakhs)
| Particulars | Year Ended March 31, 2024 | Year Ended March 31, 2023 |
| Income from Operations (Including other income) | 20,389.38 | 17,699.78 |
| Profit before Interest , Depreciation and tax | 1,480.68 | 1,201.36 |
| Depreciation | 84.10 | 28.11 |
| Interest | 483.51 | 257.74 |
| Provision for tax | 232.56 | 233.89 |
| Profit after Tax | 680.50 | 681.63 |
| Balance in profit and Loss account brought Forward | 2,123.06 | 1,441.43 |
| Appropriations of Profits | 680.50 | 681.63 |
| Balance Carried to Balance Sheet | 2,803.57 | 2,123.06 |
REVIEW OF OPERATIONS
Your Company has earned total turnover of Rs. 20,389.38 Lakhs as compared to Rs. 17699.78 Lakhs in the previous year. There is a significant increase in total revenue as compared to previous year which is 15.20% higher than the last year.
During the financial year under review, the Company reported net profit of Rs. 680.50 Lakhs as against net profit of Rs. 681.63 Lakhs for the previous year. There is a significant increase in net profit as compared to the net profit earned in the previous year which is (0.166)% higher than the last year.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF REPORT
There were no material changes and commitments affecting the financial position of the Company between the Financial Year ended March 31, 2024, and the date of this Report.
CHANGE IN THE NATURE OF BUSINESS OF THE COMPANY
There was no change in nature of business of the Company during the year under review.
DIVIDEND
Your Directors do not recommend any dividend for the Financial Year ended March 31, 2024.
TRANSFER TO GENERAL RESERVE
Your Directors do not propose to transfer any amount to any General reserves.
SHARE CAPITAL
There is no change in the Share Capital or shareholding pattern during the financial year ended March 31, 2024.
Authorized Share Capital
The authorized share capital of the Company as of March 31, 2024, is Rs. 16,60,00,000/- divided into 16,600,000 Equity shares of Rs. 10/- each.
Paid up Share Capital
The paid-up share capital of the Company as of March 31, 2024, is Rs. 16,56,69,000/- divided into 14,379,500 Equity shares of Rs. 10/- each and 21,87,500 Preference Shares of Rs. 10/- each.
BOARD MEETINGS
During the Financial Year that ended March 31, 2024, the Board met 8 (Eight) times on
April 04, 2023, May 06, 2023, June 08, 2023, July 17, 2023, August 10, 2023, October 04, 2023, January 29, 2024 and March 31, 2024.
The Corporate Social Responsibility Committee of the Board of Directors of the Company (“CSR Committee”) is not constituted due to CSR liability of less than 50 Lakh of the Company.
The details of meetings attended by the directors are mentioned herein below:
| Name of the Director | Board Meeting | CSR Committee Meeting | ||
| No. of meetings entitled to attend | No Meetings attended | No. of meetings entitled to attend | No. of meetings attended | |
| Vipin Kumar Agarwal | 8 | 8 | NA | NA |
| Amit Agarwal | 8 | 8 | NA | NA |
| Sheetal Agarwal | 8 | 8 | NA | NA |
| Meenakshi Agarwal | 8 | 8 | NA | NA |
| Bimala Agarwal | 8 | 8 | NA | NA |
CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL
As of March 31, 2024, the Board of Directors of the Company comprised the following Directors:
-
- Mr. Vipin Kumar Agarwal
-
- Mr. Amit Agarwal
-
- Mrs. Sheetal Agarwal
-
- Mrs. Meenakshi Agarwal
-
- Mrs. Bimala Agarwal
During the year under review and from the end of the financial year 2023-24 till the date of this report, the following were the changes in the constitution of the key managerial personnel:
Appointment:
Mr. Lokesh Kanja was appointed as the Whole Time Company Secretary of the Company with effect from March 31, 2024.
Resignation:
Mr. Surendra Kumar Mourya resigned as the Whole Time Company Secretary of the Company with effect from March 31, 2024.
GENERAL MEETING
The Annual General Meeting of the Company for the Financial Year ended March 31, 2023, was held on September 30, 2023. During the year under review, No Extraordinary General Meeting was held for said period.
DETAILS OF SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES
The Company does not have any Subsidiary/Joint Ventures/Associate Companies as prescribed under the Companies Act, 2013.
The particulars of the statement containing salient features of the subsidiaries/Joint ventures/associate companies as prescribed under Sub-section (3) of Section 129 with rule 5 of the Companies (Accounts) Rules, in Form AOC-1 is attached as Annexure -1 to this Report.
DEPOSITS
The Company has not accepted any deposits covered under Chapter V of the Companies Act, 2013 during the year under review.
STATUTORY AUDITORS
M/s. MKA Associates, Chartered Accountants, Hyderabad, (Firm registration number: 005992S) was appointed as Statutory Auditors of the Company at the Twelfth Annual General Meeting held on September 30, 2019 for a term of five (5) years from the conclusion of the Twelfth Annual General Meeting till the conclusion of the Seventeenth Annual General Meeting of the Company.
In accordance with the Companies Act, 2013 and in the best interest of the Company, the Board of Directors have considered and recommended the proposed appointment of M/s. P. Hareesh Kumar & Co., Chartered Accountants, Kerala, (Firm registration number: 013024S) for a term of five years i.e. from the conclusion of this AGM till the conclusion of 22nd AGM to be held for the FY 2029-30 subject to review by the Board every year.
REPORT OF STATUTORY AUDITORS
The Auditor’s Report appended to the financial statements is self-explanatory. There is no adverse remark or qualification in the Auditor’s Report, which needs explanation from the Board of Directors.
SECRETARIAL AUDIT REPORT
The Company has not obtained the Secretarial Audit Report as it does not meet the criteria prescribed under Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel), Rules.
DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143 (12) OF THE COMPANIES ACT, 2013
There are no frauds reported by the auditors pursuant to Sub-Section 12 of Section 143 of the Companies Act, 2013.
ANNUAL RETURN
The Annual Return of the Company to be filed for the Financial Year 2022-2023 shall be uploaded on the website of the Company www.narayanijewellers.com, as required under the provisions of section 92(3) read with section 134(3)(a) of the Companies Act, 2013.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The details of the conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
-
- Conservation of energy:
| The steps taken by the company to utilize alternate sources of energy | Nil |
| The capital investment on energy conservation equipment | Nil |
| The capital investment in energy conservation equipment | Not Applicable |
B) Technology absorption:
| The efforts made towards technology absorption | Nil |
| The benefits derived like product improvement, cost reduction, product development or import substitution etc. | Nil |
| In case of imported technology (imported during the last three years reckoned from the beginning of the financial year): | Nil |
| In the case of imported technology (imported during the last three years reckoned from the beginning of the financial year): | Nil |
| Year of Import | NA |
| The details of the technology imported | NA |
| If not fully absorbed, areas where has not taken place, reasons thereof. | NA |
| The expenditure incurred on Research and Development | Nil |
(C) Foreign exchange earnings and Outgo: (On Actual Basis)
-
- Foreign Exchange earned during the year in terms of actual inflows –
Nil
- Foreign Exchange earned during the year in terms of actual inflows –
-
- Foreign Exchange outgo during the year in terms of actual outflows –
Nil
- Foreign Exchange outgo during the year in terms of actual outflows –
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013
The Company has not given any loans, guarantees or made any investment during the year under review.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The particulars of contracts or arrangements entered by the Company with its related parties as prescribed under Sub-section (1) of Section 188 of the Companies Act, 2013 in Form AOC-2 is attached as Annexure -2 to this Report.
CORPORATE SOCIAL RESPONSIBILITY
Pursuant to the provisions of section 135 of the Companies Act, 2013, the Board has not duly constituted the Corporate Social Responsibility Committee of the Board of Directors (“CSR Committee”). As on March 31, 2024 therefore the CSR Committee No need to constitute for respective period due to CSR liability less than 50 Lakh of the Company.
The Company was required to spend an amount of Rs. 10,90,280 (being 2% of the average net profit of the Company for 2020-21, 2021-22 and 2022-23) towards Corporate Social Responsibility Activities (“CSR Activities”) for the Financial Year 2023-2024. In view of the above, the Board had approved Corporate Social Responsibility budget (“CSR Budget”) of Rs. 10,90,280 for the Financial Year 2023-2024. The entire amount was spent towards various CSR activities in line with its CSR Policy.
The mandatory disclosures (as per Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 on CSR activities undertaken by the Company is enclosed as Annexure -3 to the Board’s report.
RISK MANAGEMENT POLICY
Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The major risks have been identified by the Company and its mitigation process/measures have been formulated in the areas such as business, project execution, dg event, financial, human, environment and statutory compliance.
DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Commensurate with the nature of services performed by the Company, its operations and size of business, the Company has adequate internal financial controls in place.
EMPLOYEES
Disclosure of particulars of employees of the Company whose remuneration exceeds the amount prescribed in Section 134 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time is not applicable to the Company.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.
There were no complaints received regarding sexual harassment during the Financial Year ended March 31, 2024. Further, there were no pending complaints to be resolved as on March 31, 2024.
DETAILS OF VIGIL MECAHNISM
The Company believes in conducting its affairs in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethics. The Company has established a vigil mechanism towards this approach. In accordance with Section 177(9) of the Act read with Rule 7(2) of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company’s Vigil Mechanism Committee oversees the vigil mechanism which has been established to address genuine concerns about unethical behavior, actual or suspected fraud, leak of Unpublished Price Sensitive Information or violation of the Company’s Code of Conduct and Ethics Policy, if any, expressed by the Director(s) or employees or any other person.
The Company has adopted a Whistle Blower Policy which provides for adequate safeguards against victimisation of Director(s) or employee(s) or any other person who avail such mechanism. The Company has also provided direct access to the Chairman of the Vigil Mechanism Committee in matters concerning financial, accounting and concerns relating to officers belonging to above Manager Level.
The Whistle Blower Policy is available on the Company’s website at https://www.narayanijewellers.com/policies. During the year under review, the Policy was reviewed and amended by the Board at its meeting held on 05 July 2024.
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
There were no orders passed by the regulators or courts or tribunals during the year under review impacting the going concern status and company’s operations in future.
MAINTENANCE OF COST RECORDS AND COST AUDIT
The Company has not obtained the Secretarial Audit Report as it does not meet the criteria prescribed under the provisions of Section 148(1) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014
DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR.
There is no application made or proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.
DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
There is no instance of entering into any one-time settlement with banks or financial institutions. Accordingly, there are no details to be reported for the Financial Year under review.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors report that:
-
- in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
-
- appropriate accounting policies have been selected and applied consistently and such judgments and estimates have been made 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;
-
- proper and sufficient care has been taken for the 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 fraud and other irregularities;
-
- the financial statement for the financial year ended March 31, 2024, have been prepared on the assumption that the Company would cease to be a going concern;
-
- the Company being a Private Limited Company the provisions of clause (e) of Section 134(5) is not applicable; and
-
- 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.
ACKNOWLEDGEMENT
Your Directors’ wish to thank the Shareholders, Bankers and other Business associates for their sustained support, patronage, and cooperation.
| For and on behalf of the Board of Narayani Gems and Ornaments Private Limited |
| Vipin Kumar Agarwal Director DIN: 03120304 Place: Hyderabad Date: September 10, 2024 |
Amit Agarwal Director DIN: 03512555 Place: Hyderabad Date: September 10, 2024 |
ANNEXURE 1 TO BOARD’S REPORT
Form AOC-1
FOR THE FINANCIAL ENDED ON MARCH 31, 2024
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part “A”: Subsidiaries
(Information regarding each subsidiary is to be presented in amounts of Rs.)
|
Sl. No. |
Particulars |
Details as of 31.03.2024 |
Details as of 31.03.2023 |
|
1. |
Name of the subsidiary |
Not Applicable |
Not Applicable |
|
2. |
The reporting period for the subsidiary concerned, if different from the holding company’s reporting period |
Not Applicable |
Not Applicable |
|
3. |
Reporting currency and Exchange rate as of the last date of the relevant Financial year in the case of foreign subsidiaries |
Not Applicable |
Not Applicable |
|
4. |
Share capital |
Not Applicable |
Not Applicable |
|
5. |
Reserves & surplus |
Not Applicable |
Not Applicable |
|
6. |
Total assets |
Not Applicable |
Not Applicable |
|
7. |
Total Liabilities |
Not Applicable |
Not Applicable |
|
8. |
Investments (Non-current Investments) |
Not Applicable |
Not Applicable |
|
9. |
Turnover |
Not Applicable |
Not Applicable |
|
10. |
Profit before taxation |
Not Applicable |
Not Applicable |
|
11. |
Provision for taxation |
Not Applicable |
Not Applicable |
|
12. |
Profit after taxation |
Not Applicable |
Not Applicable |
|
13. |
Proposed Dividend |
Not Applicable |
Not Applicable |
|
14. |
% of shareholding |
Not Applicable |
Not Applicable |
Notes: The following information shall be furnished at the end of the statement:
- Names of subsidiaries which are yet to commence operations: NIL
- Names of subsidiaries which have been liquidated or sold during the year: NIL
For and on behalf of the Board
For Narayani Gems and Ornaments Private Limited
|
Vipin Kumar Agarwal Amit Agarwal Lokesh Kanja CA Manoj Kumar Agarwal Director Director Company Secretary Chartered Accountants DIN: 03120304 DIN: 03512555 M. No: 20174 |
“Part B” –Associates
(Statement pursuant to Section 129 (3) of the Companies Act, 2O13 related to Associate Companies and Joint Ventures)
|
Sl. No. |
Name of Associates |
Not Applicable |
|
1. |
Latest audited Balance Sheet Date |
Not Applicable |
|
2. |
Date on which the Associate was associated or acquired |
Not Applicable |
|
3. |
Shares of Associate held by the company on the year end: |
Not Applicable |
|
|
No. |
Not Applicable |
|
|
Amount of Investment in Associates |
Not Applicable |
|
|
Extent of Holding (in percentage) |
Not Applicable |
|
4. |
Description of how there is significant influence |
Not Applicable |
|
5. |
Reason why the associate is not consolidated. |
Not Applicable |
|
6. |
Net worth attributable to shareholding as per latest audited Balance Sheet |
Not Applicable |
|
7 |
Profit or Loss for the year: |
Not Applicable |
|
|
i. Considered in Consolidation |
Not Applicable |
|
|
ii. Not Considered in Consolidation |
Not Applicable |
- Names of associates which are yet to commence operations. - Nil
- Names of associates which have been liquidated or sold during the year. - Nil
For and on behalf of the Board
For Narayani Gems and Ornaments Private Limited
|
Vipin Kumar Agarwal Amit Agarwal Lokesh Kanja CA Manoj Kumar Agarwal Director Director Company Secretary Chartered Accountants DIN: 03120304 DIN: 03512555 M. No: 201740 |
ANNEXURE 2 TO BOARD’S REPORT
FORM NO. AOC – 2
FOR THE FINANCIAL ENDED ON MARCH 31, 2024
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto (Pursuant to clause (h) of sub-section (3)of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014
- Details of contracts or arrangements or transactions not at arm's length basis
|
(a) |
Name(s) of the related party and nature of relationship |
---------- |
|
(b) |
Nature of contracts/arrangements/transactions |
---------- |
|
(c) |
Duration of the contracts/arrangements/transactions |
---------- |
|
(d) |
Salient terms of the contracts or arrangements or transactions including the value, if any
|
---------- |
|
(e) |
Justification for entering into such contracts or arrangements or transactions |
---------- |
|
(f) |
Date(s) of approval by the Board, if any: |
---------- |
|
(g) |
Amount paid as advances, if any: |
---------- |
|
(h) |
Date on which the resolution was passed in general meeting as required under first proviso to section 188 |
---------- |
2. Details of material contracts or arrangement or transactions at arm's length basis:
|
(a) |
Name(s) of the related party and nature of relationship |
NA |
|
(b) |
Nature of contracts/arrangements/transactions |
NA |
|
(c) |
Duration of the contracts/arrangements/transactions |
NA |
|
(d) |
Salient terms of the contracts or arrangements or transactions including the value, if any: |
NA |
|
(e) |
Date(s) of approval by the Board, if any: |
NA |
|
(f) |
Amount paid as advances, if any: |
Nil |
For and on behalf of the Board
For, Narayani Gems and Ornaments Private Limited
|
Vipin Kumar Agarwal Director DIN: 03120304 Place: Hyderabad Date: September 10, 2024
|
Amit Agarwal Director DIN: 03512555 Place: Hyderabad Date: September 10, 2024
|
ANNEXURE 3
Annual Report on Corporate Social Responsibility (CSR) Activities
Financial Year 1 April 2023 to 31 March 2024
- A brief outline on CSR policy of the Company-
Objectives of the CSR Policy of the Company is to define the framework for undertaking CSR activities for achieving the CSR objectives of Narayani Gems and Ornaments Private Limited (“Company”) and to lay down the guiding principles with respect to the following-
1. CSR Spend
- Identification of CSR Projects
- Mode of implementation of the CSR Projects
- Formulation of an Annual Action Plan
- Manner of implementation of CSR Projects
- Manner of monitoring Mechanism of the CSR spend with respect to the CSR Projects undertaken by the Company
Following are the CSR objectives of the Company:
As per the CSR Policy formulated by the Company, the following activities are proposed to be undertaken by the Company towards CSR spending:
- To attain its CSR objectives in a professional and integrated manner, the Company shall from time to time undertake the activities enumerated under Schedule VII of the Companies Act, 2013 (“Act”), as amended from time to time or such other activities as may be notified by the Ministry of Corporate Affairs from time to time, as may be approved by the Board of Directors of the Company.
- For undertaking CSR activities and programmes, preference shall be given to the areas where it has strong employee presence. It may also be opted to undertake CSR activities and programmes at other places in India. Depending on the programmes, activities and needs, long-term, medium-term, and short-term CSR activities may be undertaken.
- CSR activities shall not include activities undertaken by the Company during the normal course of its business.
2. Composition of the CSR Committee (as on March 31, 2024)
|
Sl.No. |
Name of Director |
Designation / |
No. of meetings of CSR Committee held during the year |
No. of meetings of CSR Committee attended during the year |
|
Due to CSR liability less than 50 lakh i.e. No need to constitute CSR Committee for respective period |
NA |
NA |
||
|
3. Provide the web links where composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.
|
|
|
4. Provide the details of impact assessment of CSR projects carried out in pursuance of sub-rule (3) of Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable (attach the report)
|
: Not Applicable |
|
5. Details of the amount available for set-off in pursuance of sub-rule (3) of Rule 7 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and amount required for set-off for the financial year, if any.
|
: Nil |
|
6. Average net profit of the Company as per Sec 135(5) |
: INR 54,514,024 |
|
7. (a) Two percent of average net profit of the Company as per Section 135(5) |
: INR 10,90,280
|
|
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years |
: Nil
|
|
(c) Amount required to be set-off for the financial year, if any |
: Nil
|
|
(d) Total CSR obligation for the financial year (7a+7b-7c) |
: INR 10,90,280 |
8. (a) CSR amount spent or unspent for the financial year:
|
Total Amount spent for the Financial Year (in Rs.) |
Amount unspent (in Rs.) |
||||
|
Total amount transferred to unspent CSR account as per section 135(6) |
Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5) |
||||
|
Amount |
Date of transfer |
Name of the fund |
Amount in Rs. |
Date of transfer |
|
|
8,20,000 |
2,70,280 |
September 10, 2024 |
Not Applicable |
Nil |
Not Applicable |
(b) Details of CSR amount spent against ongoing projects for the financial year:
|
(1) |
(2) |
(3) |
(4) |
(5) |
(6) |
(7) |
(8) |
(9) |
(10) |
(11) |
|||||||
|
Sl. No |
Name of the Project |
Item from the list of activities in Schedule VII to the Act |
Local area (Yes/ No) |
Location of the project |
Project duration |
Amount allocated for the project (in Rs.) |
Amount spent in the current Financial Year (in Rs.). |
Amount transferred to Unspent CSR Account for the project as per Section 135(6) (in Rs.). |
Mode of implementation – Direct (Yes/No) |
Mode of implementation – Through Implementing Agency |
|||||||
|
|
|
|
|
State |
District |
|
|
|
|
|
Name |
CSR Registra-tion Number |
|||||
|
1. |
Donation to Sri Saraswathi Shishu Mandir High School for Construction/ Renovation of Toilets/Wash rooms
The Company may also undertake / fund project, programs or activities of the following nature and also undertake such other activities as may be approved by the board as is falling under schedule VII of the Act 2013: Construction of Toilets and maintenance thereof. (Sanitation)
|
(i) Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation including contribution to the Swach Bharat Kosh set-up by the Central Government for the promotion of sanitation and making available safe drinking water.
|
Yes |
Telangana |
Hyderabad |
2 Years (FY 2023-24 to FY 2024-25 |
4,93,180 |
2,22,900 |
2,70,280 |
Yes |
- |
- |
|||||
(c)Details of CSR amount spent against other than ongoing projects for the financial year:
|
(1) |
(2) |
(3) |
(4) |
(5) |
(6) |
(7) |
(8) |
||
|
Sl. No |
Name of the Project |
Item from the list of activities in Schedule VII to the Act |
Local area (Yes/No) |
Location of the project |
Amount spent/incurred for the project (in Rs.). |
Mode of implementation Direct (Yes/No) |
Mode of implementation – Through implementing agency |
||
|
|
|
|
|
State |
District |
|
|
Name |
CSR Registration Number |
|
1. |
Providing contribution to the Bhagwan Mahavir Dialysis centre for Dialysis services |
(i) Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation including contribution to the Swach Bharat Kosh set-up by the Central Government for the promotion of sanitation and making available safe drinking water. |
Yes |
Telangana |
Hyderabad |
5,97,100 |
No |
Bhagwan Mahavir Jain Relief Foundation Trust |
CSR00005629. |
|
(d) |
Amount spent on Administrative Overheads |
: Nil
|
|
(e) |
Amount spent on Impact Assessment, if applicable |
: Not Applicable
|
|
(f) |
Total amount spent for the Financial Year(8b+8c+8d+8e)
|
: INR 10,90,280 |
(g) |
Excess amount for set off, if any |
|
||||
|
|
Sl. No. |
Particulars |
Amount (in Rs.) |
|
||
|
|
(i) |
Two percent of average net profit of the Company as per section 135(5) |
10,90,280 |
|
||
|
|
(ii) |
Total amount spent for the financial year |
10,90,280 |
|
||
|
|
(iii) |
Excess amount spent for the financial year [(ii)-(i)] |
Nil |
|
||
|
|
(iv) |
Surplus arising out of the CSR projects or programme or activities of the previous financial years, if any |
Nil |
|
||
|
|
(v) |
Amount available for set off in succeeding financial years [(iii)-(iv)] |
Nil |
|
||
9. (a) Details of unspent CSR amount for the preceding three financial years:
|
Sl. No. |
Preceding Financial Year |
Amount transferred to unspent CSR account under section 135 (6) (in Rs.) |
Amount spent in the reporting financial year (in Rs.) |
Amount transferred to any fund specified under Schedule VII as per section 135(6), if any |
Amount remaining to be spent in succeeding financial years (in Rs.) |
||
|
|
|
|
|
Name of the Fund |
Amount (in Rs). |
Date of transfer |
|
|
NIL |
|||||||
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): Not Applicable
|
(1) |
(2) |
(3) |
(4) |
(5) |
(6) |
(7) |
(8) |
(9) |
|
Sl. No. |
Project ID |
Name of the Project |
Financial year in which the project was commenced |
Project duration |
Total amount allocated for the project (in Rs.) |
Amount spent on the project in the reporting Financial Year (in Rs) |
Cumulative amount spent at the end of reporting Financial Year (in Rs.) |
Status of the projects – completed /ongoing |
|
Nil |
||||||||
- In case of creation or acquisition of capital asset, the details relating to the asset so created or acquired through CSR spent in the financial year (asset wise details)
|
a) Date of creation or acquisition of the capital asset(s) |
: Nil |
|
b) Amount of CSR spent for creation or acquisition of capital asset |
: Nil |
|
c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc. |
: Nil |
|
d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset). |
: Nil |
- Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5): Not applicable
|
For, Narayani Gems and Ornaments Private Limited |
|
|
_____________________ Vipin Kumar Agarwal DIN: 03120304 Director Date: September 10, 2024 Place: Hyderabad |
____________________ Amit Agarwal DIN: 03512555 Director Date: September 10, 2024 Place: Hyderabad |
Form No. MGT - 11
PROXY FORM
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014]
|
CIN |
: |
U51109TG2007PTC075747 |
|
Name of the Company |
: |
Narayani Gems and Ornaments Private Limited |
|
Registered Office |
: |
3-6-108/A Street No. 19 Shaheedyarjung Lane Himayath Nagar Hyderabad TG- 500 029 |
|
Name of the member (s) |
: |
|
|
Registered address |
: |
|
|
E-mail Id |
: |
|
|
Folio No./Client ID |
: |
|
|
DP ID |
: |
|
I/We, being the member (s) of ……………………………… shares of the above-named company, hereby appoint
|
1 |
Name |
: |
|
|
|
Address |
: |
|
|
|
E-mail ID |
: |
|
|
|
Signature |
: |
|
|
|
|
|
Failing him |
|
2 |
Name |
: |
|
|
|
Address |
: |
|
|
|
E-mail ID |
: |
|
|
|
Signature |
: |
|
|
|
|
|
Failing him |
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 17thAnnual general meeting of the company, to be held on the Monday, 16th September 2024 at 10:00 a.m. at Hyderabad and at any adjournment thereof in respect of such resolutions as are indicated below:
|
Sl. No. |
Resolution No. |
For |
Against |
|
1 |
To Consider and adopt Audited Financial Statements of the Company for the financial year ended 31 March 2024, together with the reports of the Auditor and the Directors thereon |
|
|
|
2 |
To re-appoint Statutory auditors of the Company for a period of Five years and to fix their remuneration |
|
|
Signed this…….. Day of…………….… 20….
|
Signature of shareholder
|
: |
|
Affix Revenue Stamp |
|
Signature of Proxy holder(s)
|
: |
|
NOTES:
- THIS FORM OF PROXY IN ORDER TO BE EFFECTIVE SHOULD BE DULY COMPLETED AND DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING.
- A PERSON CAN ACT AS PROXY ON BEHALF OF MEMBERS NOT EXCEEDING FIFTY (50) & HOLDING IN THE AGGREGATE NOT MORE THAN 10% OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS. IN CASE A PROXY IS PROPOSED TO BE APPOINTED BY A MEMBER HOLDING MORE THAN 10% OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS, THEN SUCH PROXY SHALL NOT ACT AS A PROXY FOR ANY OTHER PERSON OR MEMBER.
ATTENDANCE SLIP (17thAnnual General Meeting held on Monday, September 16, 2024)
Name of the Member : …………………………….. Regd. Folio No. : …………………………….. No. of shares held : …………………………….. …………………………………. Signature of the Member / Proxy
Note: Member / Proxy must hand over the duly signed attendance slip at the venue. |
||||
|
Form No. MGT-12 POLLING PAPER [Pursuant to Section 109(5) of the Companies Act, 2013 and Rule 21(1)(c) of the Companies (Management and Administration) Rules, 2014]
I hereby exercise my vote in respect of Ordinary/ Special resolution enumerated below by recording my assent or dissent to the said resolution in the following manner:
Place: Hyderabad Date: 16 September 2024 (Signature of the shareholder) |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
