TANTIA SANJAULIPARKINGS PRIVATE LIMITED Standalone Financial Statements for period 01/04/2014 to 31/03/2015
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1 TANTIA SANJAULIPARKINGS PRIVATE LIMITED Standalone Financial Statements for period [400100] Disclosure of general information about company 01/04/ /03/2014 TANTIA SANJAULIPARKINGS Name of company PRIVATE LIMITED Corporate identity number U70109WB2010PTC Permanent account number of entity AADCT6771B 25/27, NETAJI SUBHAS ROAD, KOLKATA, WEST BENGAL, Address of registered office of company KOLKATA, WEST BENGAL, INDIA C o m m e r c i a l a n d Type of industry Industrial Whether company is listed company No Date of board meeting when final accounts were approved 27/05/2015 Period covered by financial statements 1 YEAR Date of start of reporting period 01/04/2013 Date of end of reporting period 31/03/2014 Nature of report standalone consolidated Standalone Content of report Financial Statements Description of presentation currency INR Level of rounding used in financial statements Actual Type of cash flow statement Indirect Method [400400] Disclosures - Direcrs report Details of material contracts/arrangements/transactions at arm's length basis [Table]..(1) Material contracts/arrangements/transactions at arm's length basis [Axis] 01 Name of related party Not Applicable Details of material contracts/arrangements/transactions at arm's length basis [Abstract] Details of material contracts/arrangements/transactions at arm's length basis [LineItems] Name of related party Not Applicable Details of contracts/arrangements/transactions not at arm's length basis [Table]..(1) Contracts/arrangements/transactions not at arm's length basis [Axis] 01 Details of contracts/arrangements/transactions not at arm's length basis [Abstract] Details of contracts/arrangements/transactions not at arm's length basis [LineItems] Name of related party Not Applicable Name of related party Not Applicable
2 Details of direcrs signing board report [Table]..(1) Direcrs signing board report [Axis] 1 2 Details of signaries of board report [Abstract] Details of direcrs signing board report [LineItems] Name of direcr signing board report [Abstract] First name of direcr ROHINI HARSHVARDHAN Middle name of direcr TANTIA Last name of direcr SUREKA Other Non Executive Other Non Executive Designation of direcr Direcr Direcr Direcr identification number of direcr Date of signing board report 27/05/ /05/2015 2
3 Disclosure in board of direcrs report explanary [TextBlock] Description of state of companies affair Disclosure relating amounts if any which is proposed carry any reserves Disclosures relating amount recommended be paid as dividend Details regarding energy conservation Details regarding technology absorption Details regarding foreign exchange earnings and outgo Disclosures in direcr s responsibility statement Details of material changes and commitment occurred during period affecting financial position of company Particulars of loans guarantee investment under section 186 [TextBlock] Particulars of contracts/arrangements with related parties under section 188(1) [TextBlock] Details of statement indicating manner in which formal annual evaluation made by board of its performance and of its committees and individual direcrs [TextBlock] Date of board of direcrs' meeting in which board's report referred under section 134 was approved Disclosure of extract of annual return as provided under section 92(3) [TextBlock] Details of change in promoters shareholding [TextBlock] Details of shareholding pattern of direcrs and key managerial personnel [TextBlock] Disclosure of statement on declaration given by independent direcrs under section 149(6) [TextBlock] Disclosure for companies covered under section 178(1) on direcrs appointment and remuneration including other matters provided under section 178(3) [TextBlock] Textual information (1) [See below] Textual information (2) [See below] The company has not proposed transfer any amount its Reserves. D I V I D E N D Y o u r D i r e c t o r s h a s n o t recommended any dividend for the current financial year under review. Textual information (3) [See below] Textual information (4) [See below] Your Company has no f o r e i g n e x c h a n g e earnings or outgo during the year. Textual information (5) [See below] Textual information (6) [See below] Textual information (7) [See below] Textual information (8) [See below] N o t applicable 27/05/2015 Textual information (9) [See below] Textual information (10) [See below] Textual information (11) [See below] NOT APPLICABLE Textual information (12) [See below] RISK POLICY MANAGEMENT Disclosure of statement on development and implementation of risk management policy [TextBlock] Details on policy development and implementation by company on corporate social responsibility initiatives taken during year [TextBlock] Disclosure as per rule 8(5) of companies accounts rules 2014 [TextBlock] Disclosure of financial summary or highlights [TextBlock] T h e Company has not developed any Risk Management P o l i c y d u r i n g t h e f i n a n c i a l year. NOT APPLICABLE Textual information (13) [See below] 3
4 CHANGE IN NATURE OF B U S I N E S S, I F ANY Disclosure of change in nature of business [TextBlock] Details of direcrs or key managerial personnels who were appointed or have resigned during year [TextBlock] Disclosure of companies which have become or ceased be its subsidiaries, joint ventures or associate companies during year [TextBlock] T h e r e is no change in the nature of the Business of the Company during the year under review Textual information (14) [See below] Textual information (15) [See below] Details relating deposits covered under chapter v of companies act [TextBlock] T h e Company has not invited or accepted deposits from the public covered under S e c t i o n 7 3 o f t h e Companies Act, 2013 and T h e C o m p a n i e s (Acceptance of Deposits) Rules, 2014 Details of deposits which are not in compliance with requirements of chapter v of act [TextBlock] Details of significant and material orders passed by regulars or courts or tribunals impacting going concern status and company s operations in future [TextBlock] Details regarding adequacy of internal financial controls with reference financial statements [TextBlock] Disclosure of contents of corporate social responsibility policy [TextBlock] Disclosure of appointment and remuneration of managerial personnels [TextBlock] Disclosure regarding issue of sweat equity shares [TextBlock] T h e Company has not invited or accepted deposits from the public covered under S e c t i o n 7 3 o f t h e Companies Act, 2013 and T h e C o m p a n i e s (Acceptance of Deposits) Rules, 2014 Textual information (16) [See below] Textual information (17) [See below] NOT APPLICABLE NIL NA Disclosure of voting rights not exercised directly by employees [TextBlock] NA Disclosure of equity shares with differential rights [TextBlock] Disclosure of composition of audit committee and non-acceptance of any recommendation of audit committee along with reasons [TextBlock] Disclosure of details of establishment of vigil mechanism [TextBlock] Disclosure of policy formulated by nomination and remuneration committee relating remuneration for direcrs, key managerial personnels and other employees [TextBlock] Disclosure of receipt of commission by direcr from holding company or subsidiary company Disclosure of facts of resignation of direcr in report of direcrs laid in immediately following general meeting [TextBlock] NA Textual information (18) [See below] Textual information (19) [See below] Textual information (20) [See below] Textual information (21) [See below] NIL 4
5 Disclosure of report concerns about unethical behaviour, actual or suspected fraud or violation of company s code of conduct or ethics policy [TextBlock] NIL Disclosures relating employee sck option scheme explanary [TextBlock] NA Disclosures relating employee sck purchase scheme explanary [TextBlock] Number of meetings of board [pure] 4 NA 5
6 Textual information (1) Disclosure in board of direcrs report explanary [Text Block] TANTIA SANJAULIPARKINGS PRIVATE LIMITED REPORT OF THE BOARD OF DIRECTORS FOR THE YEAR ENDED 31ST MARCH, 2015 To the Shareholders, Your Direcrs have pleasure in presenting herewith the Annual Report and the Audited Accounts of the Company for the year ended 31st March FINANCIAL RESULTS The Financial Results of the Company for the year under review gether with those of previous year are summarized below:- (Amount in Rs.) Particulars For the year ended Rs. For the year ended Rs. Profit/(Loss) before Taxation - - Provision for Tax - - Income Tax Adjustment - - Profit/(Loss) after Tax - - 6
7 Balance brought forward from last Balance Sheet - - Balance carried Balance Sheet - - DIVIDEND Your Direcrs has not recommended any dividend for the current financial year under review. TRANSFER TO RESERVES The company has not proposed transfer any amount its Reserves. STATE OF COMPANY S AFFAIRS, BUSINESS PERFORMANCE AND FUTURE OUTLOOK Similar business operations as previous financial year were carried on by the company in the financial year under review. Your direcrs are hopeful that the performance of the Company will improve in the coming year. In future the company is planning explore new opportunities in market and expand its business prospects strengthen its future capabilities. CHANGE IN NATURE OF BUSINESS, IF ANY There is no change in the nature of the Business of the Company during the year under review. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY There have been no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company which the financial statements relate and the date of the report. MEETINGS OF THE BOARD OF DIRECTORS 7
8 During the year under review the Board of Direcrs of the Company duly met 4 (Four) times on 23rd May 2014, 1st September 2014, 24th December 2014 and 23rd February, Proper notices were given and the proceedings were properly recorded and signed in the Minutes Book. The intervening gap between the Meetings was within the period prescribed under the Companies Act, COMMITTEES OF BOARD The provisions of Sections 135, 177 & 178 of the Companies Act, 2013 related formulation of the CSR Committee, Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee of the Board are not applicable the Company. Hence, no details are being provided. DIRECTORS The Board of Direcrs is duly constituted in compliance with provisions of section 149 of the Companies Act There was no change in composition of the Direcrs during the current financial year. As on date the Company comprises of two Direcrs namely; Sri Harshvardhan Tantia and Ms. Rohini Sureka. SHARE CAPITAL There has not been any change in the Equity Share Capital of the Company during the Financial Year ended 31st March, During the year under review, the Company has neither issued shares with differential voting rights nor issued sweat equity or granted sck options. EXTRACT OF ANNUAL RETURN The extract of Annual Return, in format MGT-9, for the Financial Year is given in Annexure-I here and forms part of this Report. PARTICULARS OF LOAN, GUARANTEES AND INVESTMENTS UNDER SECTION 186 8
9 Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes the Financial Statements. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES Your Direcrs draw attention of the members the financial statement which sets out related party disclosures. There were no materially significant related party transactions with the Company s Promoters, Direcrs, Management or their relatives, which could have had a potential conflict with the interests of the Company. Details of Related Party Transactions covered under the provisions of Section 188 of the Companies Act, 2013 are given in the notes the Financial Statements. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES The Company does not have any Associate and Joint venture Company. However, it has 1 Holding Company namely Tantia Constructions Limited and 3 Fellow Subsidiary Companies namely; Tantia Infrastructure Private Limited, Tantia Raxaulllway Private Limited and Tantia Batala-Beas Tollway Private Limited. DEPOSITS The Company has not invited or accepted deposits from the public covered under Section 73 of the Companies Act, 2013 and The Companies (Acceptance of Deposits) Rules, STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS There are adequate internal control procedures commensurate with the size of the company and nature of its business. The management has put in place effective Internal Control Systems provide reasonable assurance for Safeguarding Assets and their usage, Maintenance of Proper Accounting Records and Adequacy & Reliability of the information used for carrying on Business Operations. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL There are no significant or material orders passed by the Regulars or Courts or Tribunals impacting the going concern status and company s operations in future. 9
10 COMPANY S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES The provisions of Section 178(1) relating constitution of Nomination and Remuneration Committee are not applicable the Company and hence the Company has not devised any policy relating appointment of Direcrs, payment of Managerial remuneration, Direcrs qualifications, positive attributes, independence of Direcrs and other related matters as provided under Section 178(3) of the Companies Act, RISK MANAGEMENT POLICY The Company has not developed any Risk Management Policy during the financial year. AUDIT COMMITTEE AND VIGIL MECHANISM The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is not applicable the Company. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013 The provisions of relating sexual harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013 is not applicable the Company. PARTICULARS OF EMPLOYEES The particulars required under Section 197(12) of the Companies Act, 2013, read with the Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable the Company. EXPLANATION TO AUDITOR S REMARKS The Audirs Report the shareholders for the year under review does not contain any qualification. The Notes on Financial Statements referred in the Audirs Report are self-explanary and do not call for any further comments. The provision relating Secretarial Audit and submission of Secretarial Audit Report is not applicable the Company. 10
11 AUDITORS M/s Konar Mustaphi & Associates, Chartered Accountants (Firm Registration No E) have been appointed as statury audirs of the Company by the members at the previous Annual General Meeting (AGM) held on 5th September 2014 for a period of 5 years and shall hold office form the conclusion of the forthcoming AGM till the conclusion of the Annual General Meeting be held in the year 2019, subject ratification of their appointment at every AGM. M/s. Konar Mustaphi & Associates, Chartered Accountants, as statury audirs of the Company, hold office till the conclusion of the forthcoming AGM and are eligible for ratification. In this connection the Company has received certificate pursuant Section 139(1) of the Companies Act, 2013 stating that their appointment, if made, at the ensuing Annual General Meeting will be within the limits prescribed under the Companies Act DIRECTORS RESPONSIBILITY STATEMENT Pursuant the requirement of Section 134(3)(c) and 134(5) of the Companies Act, 2013, with respect Direcrs Responsibility Statement, the Direcrs hereby confirm that:- (a) in the preparation of the annual accounts for the year ended 31st March, 2015, the applicable accounting standards, have been followed and there are no material departures from the same; (b) the Direcrs have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period; (c) the Direcrs had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and (d) the Direcrs have prepared the annual accounts of the Company on a going concern basis. (e) the direcrs had devised proper systems ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively. 11
12 (f) the direcrs, had laid down internal financial controls be followed by the company and that such internal financial controls are adequate and were operating effectively. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTFLOW Your Company has no activity relating Conservation of Energy and Technology Absorption as stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, Your Company has no foreign exchange earnings or outgo during the year. ACKNOWLEDGEMENTS AND APPRECIATION Your Direcrs take this opportunity thank the cusmers, shareholders, suppliers, bankers, business partners/associates, financial institutions and Central and State Governments for their consistent support and encouragement the Company. I am sure you will join our Direcrs in conveying our sincere appreciation all employees of the Company and its subsidiaries and Associates for their hard work and commitment. Their dedication and competence has ensured that the Company continues be a significant and leading player in the services industry. Registered Office: For and on behalf of the Board 25/27 Netaji Subhas Road, Kolkata Date: Harshvardhan Tantia Chairman DIN:
13 Annexure- I FORM NO. MGT 9 EXTRACT OF ANNUAL RETURN As on financial year ended on 31st March 2015 [Pursuant Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.] I. REGISTRATION & OTHER DETAILS: I CIN U70109WB2010PTC II Registration Date III Name of the Company Tantia Sanjauliparkings Private Limited IV Category/Sub-category of the Company Private Company / Limited by Shares 25/27, Netaji Subhas Road, Kolkata V Address of the Registered office & contact details Tel: /1896 Fax: E mail cs@tantiagroup.com VI Whether listed company No VII Name, Address & contact details of the Registrar & Transfer Agent, if any. N.A. II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more of the tal turnover of the company shall be stated) 13
14 S. No. Name and Description of main products / services NIC Code of the Product/service % tal turnover of the company 1 Construction, development and maintenance of all kinds of parking complex % III. PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES : HOLDING/ SN Name & Address of the Company CIN/GLN SUBSIDIARY/ % OF SHAREHELD APPLICABLE SECTION ASSOCIATE Tantia Constructions Limited 1 25/27, Netaji Subhas Road. Kolkata L74210WB1964PLC HOLDING 100% 2(46) IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity) i) Category-wise Share Holding % Change 14
15 during Category of Shareholders No. of Shares held at the beginning of the year[as on 1- April-2014] No. of Shares held at the end of the year[as on 31-March-2015] 15
16 the year Demat Physical Total % of Total Demat Shares Physical Total % of Total Shares A. Promoters (1) Indian a) Individual/ HUF b) Central Govt c) State Govt(s) d) Bodies Corp e) Banks / FI f) Any other Sub Total (A)(1) (2) Foreign a) NRIs - Individuals b) Other Individuals c) Bodies Corp d) Banks / FI e) Any Other Sub Total (A)(2) Total shareholding of Promoter (A) B. Public Shareholding 16
17 1. Institutions a) Mutual Funds b) Banks / FI c) Central Govt d) State Govt(s) e) Venture Capital Funds f) Insurance Companies g) FIIs h) Foreign Venture Capital Funds i) Others (specify) Sub-tal (B)(1): Non-Institutions a) Bodies Corp i) Indian ii) Overseas b) Individuals i) Individual shareholders holding nominal share capital up Rs. 1 lakh ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh c) Others (specify) Non Resident Indians
18 Overseas Corporate Bodies Foreign Nationals Clearing Members Trusts Foreign Bodies - D R Sub-tal (B)(2): Total Public Shareholding (B)=(B)(1)+ (B)(2) C. Shares held by Cusdian for GDRs & ADRs Grand Total (A+B+C) B) Shareholding of Promoter- SN Shareholder s Name Shareholding at the beginning of the year Shareholding at the end of the year % change in shareholding during the year No. of Shares % of tal Shares of the company %of Shares Pledged / encumbered tal shares No. of Shares % of tal Shares of the company %of Shares Pledged / encumbered tal shares 1 Tantia Constructions Limited Nil Nil Nil 2 Rohini Sureka (Nominee of Tantia Constructions Limited) Nil Nil Nil C) Change in Promoters Shareholding (please specify, if there is no change) 18
19 Sl N0 Name of Shareholding at the the beginning of the Promoters year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) No. of shares % of tal shares of the Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the No. of shares % of tal shares of the company company company There is no change in the promoters shareholding during the year D) Shareholding Pattern of p ten Shareholders: (Other than Direcrs, Promoters and Holders of GDRs and ADRs): Sl N0 Name of the Top 10 Shareholders Shareholding at the beginning of the year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) % of tal No. of shares of the shares company Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the company No. of shares % of tal shares of the company NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL E) Shareholding of Direcrs and Key Managerial Personnel: 19
20 Sl N0 Shareholding of each Direcrs and each Key Managerial Personnel Shareholding at the beginning of the year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) % of tal No. of shares of the shares company Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the company No. of shares % of tal shares of the company 1 Rohini Sureka Nil Nil Nil Nil Nil V. INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment. (Amount in Rs.) Particulars Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness Indebtedness at the beginning of the financial year NIL NIL NIL NIL i) Principal Amount ii) Interest due but not paid iii) Interest accrued but not due Total (i+ii+iii) Change in Indebtedness during the financial year * Addition * Reduction Net Change
21 Indebtedness at the end of the financial year i) Principal Amount ii) Interest due but not paid iii) Interest accrued but not due Total (i+ii+iii) NIL VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL- A. Remuneration Managing Direcr, Whole-time Direcrs and/or Manager: SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount ----NIL- ----NIL --NIL NIL 1 Gross salary (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income-tax Act, 1961 (c) Profits in lieu of salary under section 17(3) Income- tax Act, Sck Option 3 Sweat Equity 4 Commission - as % of profit - others, specify 21
22 5 Others, please specify Total (A) NIL NIL NIL NIL Ceiling as per the Act B. Remuneration other direcrs: SN. Particulars of Remuneration Name of Direcrs Total Amount --NIL--- --NIL-- --NIL-- --NIL- NIL 1 Independent Direcrs Fee for attending board committee meetings Commission Others, please specify Total (1) 2 Other Non-Executive Direcrs Fee for attending board committee meetings Commission Others, please specify 22
23 Total (2) Total (B)=(1+2) Total Managerial Remuneration NIL NIL NIL NIL NIL Overall Ceiling as per the Act C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD SN Particulars of Remuneration Key Managerial Personnel CEO CS CFO Total 1 Gross salary NIL NIL NIL NIL (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income-tax Act, 1961 (c) Profits in lieu of salary under section 17(3) Income-tax Act, Sck Option 3 Sweat Equity 4 Commission - as % of profit others, specify 5 Others, please specify Total NIL NIL NIL NIL 23
24 VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: Type Details of Penalty / Section of the Brief Punishment/ Compounding Companies Act Description fees imposed Authority [RD / NCLT/ COURT] Appeal made, if any (give Details) A. COMPANY NIL NIL NIL NIL NIL Penalty Punishment Compounding B. DIRECTORS NIL NIL NIL NIL NIL Penalty Punishment Compounding C. OTHER OFFICERS IN DEFAULT Penalty Punishment Compounding Date: Harshvardhan Tantia Chairman 24
25 DIN: Textual information (2) Description of state of companies affair STATE OF COMPANY S AFFAIRS, BUSINESS PERFORMANCE AND FUTURE OUTLOOK Similar business operations as previous financial year were carried on by the company in the financial year under review. Your direcrs are hopeful that the performance of the Company will improve in the coming year. In future the company is planning explore new opportunities in market and expand its business prospects strengthen its future capabilities Textual information (3) Details regarding energy conservation PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTFLOW Your Company has no activity relating Conservation of Energy and Technology Absorption as stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, Textual information (4) Details regarding technology absorption PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTFLOW Your Company has no activity relating Conservation of Energy and Technology Absorption as stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, Textual information (5) Disclosures in direcr s responsibility statement DIRECTORS RESPONSIBILITY STATEMENT Pursuant the requirement of Section 134(3)(c) and 134(5) of the Companies Act, 2013, with respect Direcrs Responsibility Statement, the Direcrs hereby confirm that:- (a) in the preparation of the annual accounts for the year ended 31st March, 2015, the applicable accounting standards, have been followed and there are no material departures from the same; (b) the Direcrs have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period; (c) the Direcrs had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and (d) the Direcrs have prepared the annual accounts of the Company on a going concern basis. (e) the direcrs had devised proper systems ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively. (f) the direcrs, had laid down internal financial controls be followed by the company and that such internal financial controls are adequate and were operating effectively. Textual information (6) Details of material changes and commitment occurred during period affecting financial position of company MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY There have been no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company which the financial statements relate and the date of the report. 25
26 Textual information (7) Particulars of loans guarantee investment under section 186 [Text Block] PARTICULARS OF LOAN, GUARANTEES AND INVESTMENTS UNDER SECTION 186 Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes the Financial Statements Textual information (8) Particulars of contracts/arrangements with related parties under section 188(1) [Text Block] PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES Your Direcrs draw attention of the members the financial statement which sets out related party disclosures. There were no materially significant related party transactions with the Company s Promoters, Direcrs, Management or their relatives, which could have had a potential conflict with the interests of the Company. Details of Related Party Transactions covered under the provisions of Section 188 of the Companies Act, 2013 are given in the notes the Financial Statements. 26
27 Textual information (9) Annexure- I Disclosure of extract of annual return as provided under section 92(3) [Text Block] FORM NO. MGT 9 EXTRACT OF ANNUAL RETURN As on financial year ended on 31st March 2015 [Pursuant Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.] I. REGISTRATION & OTHER DETAILS: I CIN U70109WB2010PTC II Registration Date III Name of the Company Tantia Sanjauliparkings Private Limited IV Category/Sub-category of the Company Private Company / Limited by Shares 25/27, Netaji Subhas Road, Kolkata V Address of the Registered office & contact details Tel: /1896 Fax: E mail cs@tantiagroup.com VI Whether listed company No VII Name, Address & contact details of the Registrar & Transfer Agent, if any. N.A. II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY 27
28 (All the business activities contributing 10 % or more of the tal turnover of the company shall be stated) S. No. Name and Description of main products / services NIC Code of the Product/service % tal turnover of the company 1 Construction, development and maintenance of all kinds of parking complex % III. PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES : HOLDING/ SN Name & Address of the Company CIN/GLN SUBSIDIARY/ % OF SHAREHELD APPLICABLE SECTION ASSOCIATE Tantia Constructions Limited 1 25/27, Netaji Subhas Road. Kolkata L74210WB1964PLC HOLDING 100% 2(46) IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity) i) Category-wise Share Holding 28
29 Category of Shareholders No. of Shares held at the beginning of the year[as on 1- April-2014] No. of Shares held at the end of the year[as on 31-March-2015] % Change during the year Demat Physical Total % of Total Demat Shares Physical Total % of Total Shares A. Promoters (1) Indian a) Individual/ HUF b) Central Govt c) State Govt(s) d) Bodies Corp e) Banks / FI f) Any other Sub Total (A)(1) (2) Foreign a) NRIs - Individuals b) Other Individuals c) Bodies Corp d) Banks / FI e) Any Other Sub Total (A)(2) Total shareholding of Promoter 29
30 (A) B. Public Shareholding 1. Institutions a) Mutual Funds b) Banks / FI c) Central Govt d) State Govt(s) e) Venture Capital Funds f) Insurance Companies g) FIIs h) Foreign Venture Capital Funds i) Others (specify) Sub-tal (B)(1): Non-Institutions a) Bodies Corp i) Indian ii) Overseas b) Individuals i) Individual shareholders holding nominal share capital up Rs. 1 lakh ii) Individual shareholders holding nominal share capital
31 in excess of Rs 1 lakh c) Others (specify) Non Resident Indians Overseas Corporate Bodies Foreign Nationals Clearing Members Trusts Foreign Bodies - D R Sub-tal (B)(2): Total Public Shareholding (B)=(B)(1)+ (B)(2) C. Shares held by Cusdian for GDRs & ADRs Grand Total (A+B+C) B) Shareholding of Promoter- SN Shareholder s Name Shareholding at the beginning of the year Shareholding at the end of the year % change in shareholding during the year No. of Shares % of tal Shares of the company %of Shares Pledged / encumbered tal shares No. of Shares % of tal Shares of the company %of Shares Pledged / encumbered tal shares 1 Tantia Constructions Limited Nil Nil Nil Rohini Sureka 31
32 2 (Nominee of Tantia Constructions Limited) Nil Nil Nil C) Change in Promoters Shareholding (please specify, if there is no change) Sl N0 Name of Shareholding at the the beginning of the Promoters year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) No. of shares % of tal shares of the Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the No. of shares % of tal shares of the company company company There is no change in the promoters shareholding during the year D) Shareholding Pattern of p ten Shareholders: (Other than Direcrs, Promoters and Holders of GDRs and ADRs): Sl N0 Name of the Top 10 Shareholders Shareholding at the beginning of the year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) % of tal No. of shares of the shares company Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the company No. of shares % of tal shares of the company NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL 32
33 E) Shareholding of Direcrs and Key Managerial Personnel: Sl N0 Shareholding of each Direcrs and each Key Managerial Personnel Shareholding at the beginning of the year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) % of tal No. of shares of the shares company Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the company No. of shares % of tal shares of the company 1 Rohini Sureka Nil Nil Nil Nil Nil V. INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment. (Amount in Rs.) Particulars Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness Indebtedness at the beginning of the financial year NIL NIL NIL NIL i) Principal Amount ii) Interest due but not paid iii) Interest accrued but not due Total (i+ii+iii) Change in Indebtedness during the financial year 33
34 * Addition * Reduction Net Change Indebtedness at the end of the financial year i) Principal Amount ii) Interest due but not paid iii) Interest accrued but not due Total (i+ii+iii) NIL VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL- A. Remuneration Managing Direcr, Whole-time Direcrs and/or Manager: SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount ----NIL- ----NIL --NIL NIL 1 Gross salary (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income-tax Act, 1961 (c) Profits in lieu of salary under section 17(3) Income- tax Act, Sck Option 34
35 3 Sweat Equity 4 Commission - as % of profit - others, specify Others, please specify 5 Total (A) NIL NIL NIL NIL Ceiling as per the Act B. Remuneration other direcrs: SN. Particulars of Remuneration Name of Direcrs Total Amount --NIL--- --NIL-- --NIL-- --NIL- NIL 1 Independent Direcrs Fee for attending board committee meetings Commission Others, please specify Total (1) 2 Other Non-Executive Direcrs Fee for attending board committee meetings 35
36 Commission Others, please specify Total (2) Total (B)=(1+2) Total Managerial Remuneration NIL NIL NIL NIL NIL Overall Ceiling as per the Act C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD SN Particulars of Remuneration Key Managerial Personnel CEO CS CFO Total 1 Gross salary NIL NIL NIL NIL (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income-tax Act, 1961 (c) Profits in lieu of salary under section 17(3) Income-tax Act, Sck Option 3 Sweat Equity 4 Commission - as % of profit others, specify 5 Others, please specify 36
37 Total NIL NIL NIL NIL VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: Type Details of Penalty / Section of the Brief Punishment/ Compounding Companies Act Description fees imposed Authority [RD / NCLT/ COURT] Appeal made, if any (give Details) A. COMPANY NIL NIL NIL NIL NIL Penalty Punishment Compounding B. DIRECTORS NIL NIL NIL NIL NIL Penalty Punishment Compounding C. OTHER OFFICERS IN DEFAULT Penalty Punishment Compounding 37
38 Date: Harshvardhan Tantia Chairman DIN: Textual information (10) Details of change in promoters shareholding [Text Block] Change in Promoters Shareholding (please specify, if there is no change) Sl N0 Name of Shareholding at the the beginning of the Promoters year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) No. of shares % of tal shares of the Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the No. of shares % of tal shares of the company company company There is no change in the promoters shareholding during the year 38
39 Textual information (11) Shareholding of Promoter- Details of shareholding pattern of direcrs and key managerial personnel [Text Block] SN Shareholder s Name Shareholding at the beginning of the year Shareholding at the end of the year % change in shareholding during the year No. of Shares % of tal Shares of the company %of Shares Pledged / encumbered tal shares No. of Shares % of tal Shares of the company %of Shares Pledged / encumbered tal shares 1 Tantia Constructions Limited Nil Nil Nil 2 Rohini Sureka (Nominee of Tantia Constructions Limited) Nil Nil Nil C) Change in Promoters Shareholding (please specify, if there is no change) Sl N0 Name of Shareholding at the the beginning of the Promoters year ( ) Change in Shareholding During the year ( ) Cumulative Shareholding during the year Shareholding at the end of the year ( ) No. of shares % of tal shares of the Date of Change Increase / (Decrease) in Shareholding Reason of Change No. of shares % of tal shares of the No. of shares % of tal shares of the company company company There is no change in the promoters shareholding during the year 39
40 Textual information (12) Disclosure for companies covered under section 178(1) on direcrs appointment and remuneration including other matters provided under section 178(3) [Text Block] COMPANY S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES The provisions of Section 178(1) relating constitution of Nomination and Remuneration Committee are not applicable the Company and hence the Company has not devised any policy relating appointment of Direcrs, payment of Managerial remuneration, Direcrs qualifications, positive attributes, independence of Direcrs and other related matters as provided under Section 178(3) of the Companies Act, Textual information (13) FINANCIAL RESULTS Disclosure of financial summary or highlights [Text Block] The Financial Results of the Company for the year under review gether with those of previous year are summarized below:- (Amount in Rs.) Particulars For the year ended Rs. For the year ended Rs. Profit/(Loss) before Taxation - - Provision for Tax - - Income Tax Adjustment - - Profit/(Loss) after Tax - - Balance brought forward from last Balance Sheet - - Balance carried Balance Sheet
41 Textual information (14) Details of direcrs or key managerial personnels who were appointed or have resigned during year [Text Block] DIRECTORS The Board of Direcrs is duly constituted in compliance with provisions of section 149 of the Companies Act There was no change in composition of the Direcrs during the current financial year. As on date the Company comprises of two Direcrs namely; Sri Harshvardhan Tantia and Ms. Rohini Sureka. Textual information (15) Disclosure of companies which have become or ceased be its subsidiaries, joint ventures or associate companies during year [Text Block] DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES The Company does not have any Associate and Joint venture Company. However, it has 1 Holding Company namely Tantia Constructions Limited and 3 Fellow Subsidiary Companies namely; Tantia Infrastructure Private Limited, Tantia Raxaulllway Private Limited and Tantia Batala-Beas Tollway Private Limited. Textual information (16) Details of significant and material orders passed by regulars or courts or tribunals impacting going concern status and company s operations in future [Text Block] DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL There are no significant or material orders passed by the Regulars or Courts or Tribunals impacting the going concern status and company s operations in future. Textual information (17) Details regarding adequacy of internal financial controls with reference financial statements [Text Block] STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS There are adequate internal control procedures commensurate with the size of the company and nature of its business. The management has put in place effective Internal Control Systems provide reasonable assurance for Safeguarding Assets and their usage, Maintenance of Proper Accounting Records 41
42 Textual information (18) Disclosure of composition of audit committee and non-acceptance of any recommendation of audit committee along with reasons [Text Block] AUDIT COMMITTEE AND VIGIL MECHANISM The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is not applicable the Company. Textual information (19) Disclosure of details of establishment of vigil mechanism [Text Block] AUDIT COMMITTEE AND VIGIL MECHANISM The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is not applicable the Company. Textual information (20) Disclosure of policy formulated by nomination and remuneration committee relating remuneration for direcrs, key managerial personnels and other employees [Text Block] COMMITTEES OF BOARD The provisions of Sections 135, 177 & 178 of the Companies Act, 2013 related formulation of the CSR Committee, Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee of the Board are not applicable the Company. Hence, no details are being provided Textual information (21) Disclosure of receipt of commission by direcr from holding company or subsidiary company COMMITTEES OF BOARD The provisions of Sections 135, 177 & 178 of the Companies Act, 2013 related formulation of the CSR Committee, Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee of the Board are not applicable the Company. Hence, no details are being provided 42
43 [400200] Disclosures - Audirs report Details regarding audirs [Table]..(1) Audirs [Axis] 1 Details regarding audirs [Abstract] Details regarding audirs [LineItems] Category of audir Audirs firm Name of audit firm K O N A R MUSTAPHI & ASSOCIATES Name of audir signing report ABHISEK KONAR Firms registration number of audit firm E Membership number of audir Address of audirs P-113,C.I.T. ROAD Permanent account number of audir or audir's firm AAGFK4867M SRN of form ADT-1 S Date of signing audit report by audirs 27/05/2015 Date of signing of balance sheet by audirs 27/05/
44 Disclosure of audir's qualification(s), reservation(s) or adverse remark(s) in audirs' report [Table]..(1) Audir's qualification(s), reservation(s) or adverse remark(s) in audirs' report [Axis] Audir's favourable remark [Member] Audir's unfavourable remark [Member] Clause not applicable [Member] Disclosure of audir's qualification(s), reservation(s) or adverse remark(s) in audirs' report [Abstract] Disclosure of audir's qualification(s), reservation(s) or adverse remark(s) in audirs' report [LineItems] Disclosure in audirs report relating fixed assets Disclosure relating quantitative details of fixed assets Disclosure relating physical verification and material discrepancies of fixed assets Disclosure in audirs report relating invenries Disclosure of physical verification of invenries at fixed intervals Disclosure of procedure followed for physical verification of invenries Disclosure about maintenance of invenry records and material discrepancies Disclosure in audirs report relating loans Disclosure about loans granted parties covered under section 189 of companies act Disclosure regarding receipt of loans granted Disclosure regarding terms of recovery of loans granted Disclosure in audirs report relating internal control system Disclosure in audirs report relating deposits accepted Disclosure in audirs report relating maintenance of cost records Disclosure in audirs report relating statury dues [TextBlock] Disclosure relating regularity in payment of undisputed statury dues [TextBlock] Disclosure relating disputed statury dues [TextBlock] Disclosure relating amount required be transferred invesr education and protection fund Disclosure in audirs report relating accumulated losses Disclosure in audirs report relating default in repayment of financial dues Disclosure in audirs report relating guarantee given Disclosure in audirs report relating term loans used for purpose other than for purpose they were raised Disclosure in audirs report relating any material fraud reported during period FAVOURABLE FAVOURABLE FAVOURABLE FAVOURABLE FAVOURABLE UNFAVOURABLE Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Disclosure in audir s report explanary [TextBlock] Whether companies audirs report order is applicable on company Whether audirs' report has been qualified or has any reservations or contains adverse remarks Textual information (22) [See below] Yes No 44
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