ANUKARAN COMMERCIAL ENTERPRISES LIMITED...ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no -...

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ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no - L51103MH1985PLC036664 Regd Office : 6/45, Old Anand Nagar, Off Western Express Highway, Santacruz (East), Mumbai-400055 Date: 30/09/2016 BSE LIMITED 25, PJ Towers Dalal Street, Mumbai, 400001. Ref. Scrip Code: 512355 Sub: Revised Proceeding of Annual General Meeting of the Company held on 30 th September, 2016. Dear Sir/Madam, Due to some clerical error we hereby submit the revised report pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The changes our done on page 38 of Annual Report. (i.e Notes to Financial Statements, Note 3) We are pleased to inform you that the Annual General Meeting was held today on 30 th September, 2016, at 9.00 a.m at the Registered office of the Company. Mr. Kushal Shah the Chairman of the Company took the chair and presided over the proceedings of the meeting. After ascertaining the requisite quorum being present the meeting was called on order. The following business was transacted and duly approved as mentioned in the Notice.

Transcript of ANUKARAN COMMERCIAL ENTERPRISES LIMITED...ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no -...

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ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no - L51103MH1985PLC036664

Regd Office : 6/45, Old Anand Nagar, Off Western Express Highway, Santacruz (East), Mumbai-400055

Date: 30/09/2016

BSE LIMITED

25, PJ Towers Dalal Street, Mumbai, 400001.

Ref. Scrip Code: 512355

Sub: Revised Proceeding of Annual General Meeting of the Company held

on 30th September, 2016.

Dear Sir/Madam,

Due to some clerical error we hereby submit the revised report pursuant to

Regulation 30 of Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015.

The changes our done on page 38 of Annual Report. (i.e Notes to Financial

Statements, Note 3)

We are pleased to inform you that the Annual General Meeting was held today

on 30th September, 2016, at 9.00 a.m at the Registered office of the Company.

Mr. Kushal Shah the Chairman of the Company took the chair and presided

over the proceedings of the meeting. After ascertaining the requisite quorum

being present the meeting was called on order.

The following business was transacted and duly approved as mentioned in the

Notice.

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W COMMERCI.*L W IJTIITEI)ctn rro - Ldr roBMHr 9dSpucog6664

Regd office : 6/45, old Anarrd Nagar, off Westem Express Highway, Santacruz (East), Mumbai-400055

ORDINARY BUSINESS:

1. Adoption of the Audited Balance sheet and profitFinancial year ended as on 31st March, 2016 togetherBoard and Auditors thereon.

2. Re-appointment of ftlr. Hemen Shah, as DirectorCompany who retires by rotation.

3. Ratification of appointment of M/s. NpV &Accountants, as Statutory Auditors of the Company.

& Loss account for thewith the Reports of the

of the Company of the

Associates, Chartered

Kindly accept the same and acknowledge for our records.

Yours Faithfully,

Thanking You,

Commerrcial Enterprises Ltmited

SI{AII

ITIANAGING DIRt(CICIR

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ANUKARANGOTUMERGIAL

ENTERPRISES

LITUIITEDANNUAL REPORT 2O{5. 2016

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TITLE PAGE ilO

NOTICE OF ANNUAL GENERAL MEETING 1

DIRECTORS REPORT 5

MANAGEMEI\TT DISCUSSION AND ANALYSIS REPORT t4

REPORT ON CORPORATE GOVERANCE 16

INDEPENDENT AUDITORS REPORT 24

BALANCE SHEEf, 31

PROFI?.&.I,oSS ACCOUNT 32

CASH FLOW ACCOUNT 33

SCHEDULE 34

}..

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BOARD OF DTRECTORS MR. KUSHAL SHAH

MR.HEMEN SHAH

MR.DUMPY GANGAR

IVIE$. HANSA PRAVIN SHAH

REGISTERED OFFICE 6 / 45, OLD ANAND NAGAR,

OFF. WESTERN EXPREES HIGHWAY,

SANTACRUZ (EAST),

MUMBAI - 4OO O55

NPV & ASSOCIATES

CHARTERED ACCOUNTANTS

D-WING, CHANAKYA CHSL,

MAHAVIR NAGAR, LINK ROAD,

KANpTVALI (WESI),MUMBAI - 400A67.

AXIS BANK

HDFC BANK

INDUSLND BANK

REGISTRARS & SHARE TRANSFERAGENT

M/S. PURVASHAREGISTRY (INDI.A) P\rI.LTD.UNIT :NO. 9 SHIV SHAKTI INDUSTRIALESTATE,GOUND FLOOR,J.R. BORICHAMARG,OPP. KASTURBA HOSPITAL,LOWER PAREL, MUMBAI 4OO 011.TEL NO. 9 1-022-230167 6t

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NOTICE OF ANNUAL GEI{ERAL MEETIIYG

NOTICE IS HERTBY GTVEN THAT THE 26TH ANNUAL GENERAL MEETING OFTHE SHAREHOLDERS OT ANUI(ARAN COMMERCIAL EIITERPRISES LIMITED. WILL BE HELD ON FRIDAY SOTII SEPTEIVIBER, 2OL6 AT THE REGISTEREDorrlcE oP THE COMPANY AT 614:l., OLD ANAI{D NAGAR, OFF WESTERNEXPRESS HIGHWAY, SANTACRUZ {EASTI, MUMBAI - 4OO O55 AT 9.OO A.M. TOTRANSACT THE TOLLOWING BUSINESS:

. ORDINARY BUSINESS:

1' To review, consider and adopt the Audited Balance Sheet as on March 81, 2016 andProfit and Loss account for the year ended on that date together with the Reports of

tthe Board of Directors and Auditors thereon.

2' To re-appoint Mr. Hemen Ratilal Shah (holding DIN O342SZ92I as Director of theCompany on retirement by rotation.

3' To ratify the appointment of M/s N.P.V Associates, Chartered Accountants [FirmRegistration No. 1294OSWI

Registered Office: By order of the Board of Directors

6145: Old Anand Nagar For Anukaran Commercial Enterprises Limited

Off Western Express Highway, t

Santacruz (Ef, Mumbai - 4OOOSS Sd/_

Place: Mumbai Kushal Shah

Dated: 06.09.2016 Managing Director

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NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MTETING IS ENTITLEDTO APPOINT A PRO'(Y TO ATTEND AND VO?E ON HIS BEHALF AND SUCHPROXY NEED NOT BE A MEMBER.

2. THE PRO'(Y FORMS, DULY STAMPED AND COMPLETED SHOULD REACH THEREGISTERED OFI.ICE Or. THE COMPANY AT LEAST 48 HOURS BEFORE THETIIVIE FIXED FOR COMMENCEMENT Or. THE MEEIING.

3. Members are requgsted to:

a) Complete the attendance slip and deliver the same at the entrance of the meetinghall.

b) Bring their respective copies of the Annual Report at the time of attending theMeeting, as an extra copy of the same will not be provided, as per usual practice.

c) Send their questions at least 1O days in advance before the Annual General Meetingabout any further information on accounts so as to enable the Company to answertheir questions satisfactorily.

4. The Register of Members and Share Transfer Books shall remain closed from 26tr,September,2016 to 30th September, 2016.(both days inclusive)

5. Mr. Hemen Ratilal Shah (holding DIN 034257921retireby rotation and being eligibleoffer themselves for re-appointment at the ensuing Annual General Meeting.

Details of Directors Seeking Appointment /Re appointment at the Annual GeneralMeeting pursuant to Regulation 36 of t] e SEBI (LISTING OBLIGATIONS ANDDrsclosuRE REQUTREMENTS) REGULATTONS, 2015.

6. The members of the Company hoiding shares in physical or demat form and notregistered their e-mail address with the Company or Depository Participant as per theGo-Green initiative to send documents and other colrespondences through electronicmode are requested to do so on [email protected].

7. Members are requested to forward all appiication for Transfer, Demat, and all othershare related correspondence, including intimation of change of address, if any, to theRegistrar and rransfer Agents of the company at the following address,:

1*

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M/s. htwaghelGgistry (Iadtaf Rrt. Ltd.

Unit :rq,nukdranCommercial Enterprises Limited,

No, 9 Shiv Shakti'Industrial Estate, Gound Eloor,

J.R. BorichaMarg, Opp. Kashrrba Hospital,..-

lower Parel, Mumbai 4OO 011.

...i

\\r:\i.

'I

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Details of Directors Seeking Appointment /Re appointment at the Annual Generalll-e-eting pursuant to- Regulation 36 of the sebr (LISTING oBllcAiioNs-eivoDI SCLOSURE REQUIREMENTS) REGUT.ATIONS, ZO t S :

rA

Name Hemen Ratilal Shah (retirins by rotationlDate of Birth 03/ 11 / 1.977_Qualification ArchitectureNature of Urpertise AExperience

Mr.Hemen Shah, a qualilied architecture has goodexperience product of planning, designing, -andconstructin g buildin gs

Name ot other publieCompanies in which alsohqlds DirectorshipName of other Companiesin Committees of

-which

holds Membership IChairmanshipShareholding in AnukaranCommercial EnterprisesLtd.

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BOARD REPORT OF ANUI{ARAN COMMERCIAL ENTERPRISES LIMITED

'lir,The $rlembers,

Your Directors have pleasure in submitting their Annual Report of the Company,. together with the Audited Statements of Aciounts for the year ended 31st March,

2016.

I". FINANCI/AL RTSULTS

The Company's financial performance for the year under review along with previousyear's figures are given hereunder:

2. DTVIDEND

No Dividend was declared for the current financial year.

b

inrAr T'TCULARS 201s-16 2014-15l.'let Sates /Income frompuslness uper4llons @23.961Other Income 106.14 t46.59Total Income 106.14 1277.37tLess InterestProfit before Depreclation {197.68) 477.591Less EepreciationProfit after depreqjation ana Interest t197.68t 14L7.59tLess Current Income Tax 3.7 13.80Less Previous year aaiffiTax(short provislon)Less Deferred Tax

t43139tNet Profit after Tax (201.381Dividend (including Interim if anv ana nnatlNet Profit after dividend and Tax 1201.38t I431.39tAmount trqnsfer-red to General Reserve 1201.381 1431.39rBala4ce carried to Balance SheetEarnings per share:Earnings per share (Basic) lo.10l lo.22lEarnings per Shqre (DilutedJ to.10t lo.22l

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3. TRANST.ER OF UNCLNII,IED DIVIDEND To ITwEsToR EDUCTIoN ANDPROTECTION I.UND

The provisions of Section L25(2lof the Companies Act, 2(llgdo not apply as there wasno dividend declared and paid last year.

4. RESERVESNo amount has been carried by the Board to any Reserves.

S" ffiTqIEF DDSCRTPTION OT THE CCIMPANY'S WORITING DURING THEymeR./STATE Or. COMpANy's A,FFAIR.

Your Directors wish to present the details of Business operations done during the yearunder review:

During the y.ear the Company had a income of Rs. 106.14 lakhs (previous yearRs.(277.37) after deduction of all expenses including depreciation Rs O jerevious year

't Rs O) and Provision for Tax Rs.3.7 ta*frs (Previous Yiar Rs.13.80 lakhs) and theCompany has incurred a loss of Rs. (201.38) lakhs (Previous year Rs.(431.39i lakhs)

Barring unforeseen circumstances, your Directors are confident of achieving betterresults in the ensuing year.

6. CEilAISGE TN TIIE I{ATURE OF BUSINESS

Tkrere is no change in nature of Business.

?. DETAII,S IN RESPECT OF ADEQUACY CIF INTERNAL FINANCIAL CONTROLSSITTTI T*EFERENCE TO THE FINANCIAL STATENfiENTS.

The Cornpany has taken adequate measures regarding internal iontrol with referenceto financial statement

& - Mffi?AII,S OF SUBSTDIARY/ JOIIVT VENTTIRES/ASSOCIATE COMPANIES

The Cornpany do not have any Subsidiary/Joint Ventures/Associate Companies.

9. PERS'OR,MANCE AND MNAI{CIAX, POSITION $F EACH CIF THE SUBSIDIARIES,ASSOCIATES AND JOINT IIENTUR.E CONMPA$IES INCLUDED IN THEeoff SoUDATED rINANCIAL STATEMENT

The Company do not have any SubsidiarylJoint Ventures/Associate Companies.

G

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3.&. DEPOSITS

?he Company has neither accepted nor renewed any deposits during the year underreview"

11. STATUTORY ^A,UDITORS

To ratify the appointment of M/s N.P.v Associates, chartered Accountants [FirrnRegistration No. 1294OgWl

3.8, AUDITOIIS' RTP{ORT

Auditors Report is self-e:<planatory and do not call for arly expialation andclarification by directors.

18. STIARB CAPITAL

Aflssue of equity shares with dtfferential rights

The Cornpany has not issued any Equity Shares rturing the year under review.

E! Issue of sweat equity shares

TheComparryhasnotissuedanySweatEqtritySharesd'rrringtJ:eyearunderreview.

e! Issue of employee stock opfions

The company has not provided any stock option scheme to the employees.

Dl Provisioa of Money By company For purchase of lts own shares ByErnployees Or By Trustees For The Benefit Of Employees

The Company has not bought back any of its securities during the year under review.

3.4" CO$SERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND NOREIGNffiKCHANGE EARNINGS AND OUTGO

rutry T.VIWI\rII

considering the fact that the company is not a Manufacturing company, the Directorshave nottiing to repofi pursuant^the provisions of section 13a(m) of the companiesAct, 2013.

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rs" coRpoRATE SOCTAL RESPONSTBILTTY {csfr.}

The company has not developed and implemented any corporate social Resporrsibilityiiritiatives as tJ:e said provisions are not applicabie"

36. DIITECTORS:A| Changes In Directors And Key Managerial personnel

Mr' Hemen Ratilal shah (holding DIN 03425 7921 as Director of the company will retireby rotation at this Annual Geneial Meeting and being eligible offers themselves forreappointment.

B! seclaration By An Independent Director And Re- Appointment, If Any

Tlie Independent Directors have submittecl their disclosures to the Boar.d that theyfulfill alt the requirements as stipulated in section 1a9{6).of the companies Act, 2o13so as to qualify themselves to be appointed as Independent Directors r.rnder theprovisions of the companies Act, 201s and the relevant rules.

1?" NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

?he company had 6 Board meetings during the financial year under review.

18. AUDIT COMMITTEE

'l"he composition of Audit committee ancl attendance of members irr the meeting.

19. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM TOR DIRTCTORS ANDEMPLOYEES '- - v'! v'rv

Ant"rkaran cornmercial Enterprises Limited believes in the concluct of the aJfairs of itsconstituents ilr a fair and transparent manner by adopting highest stan4ards ofprnfessionalism, honesty, integrity ancl ethical behavior to ensure tl:at a robust vigilmrechanisnl is in plaep. Towards this end, the company has formulated a code ofcon*uct for emptroyees through various policies" The company has arsq formulatecl aseparate code of conduct for Jirectoru *d senior management personnel.The xvhistle Blower Folicy providing a nnechanism to employee of the company toreport violation of personnel policies of the ceimpany, unethical behavior, suspected oractual fraud, violation of code of conduct *as ,tr."ay in'place.

q

No. of meetine held No. of meetings attended

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Pursuant to Section LZT(glestablish a vigrl mechanismgrievances.

of Companies Act, 2019, every listed Company shallfor directors, employees to report genuine concern or

The Company's Whistle Blower Polic5, has beelr reviewecl and amencled in the light oftlre requirement of the companies Act, 2013 and to ensure highest standards ofprofessionalism, honesty, integrity ancl ethical behavior through robust vigilmechanism.

20. I{ONfrIITATION AND REMUNERATION COMMITTEEThe composition of Nomination and Remuneration Committee and attendance ofrnembers in the meeting.

21" PARTICUTAR,S OF LOANS, GUARANTEES OR INVESTTnITNTS UNDER SECTION186:

The particulars of loans, guarantees or investments has been disclosed in theIinalcial statements.

K*. PARTICULARS OF COITTRACTS OR ITRRANGEMENTS WITH RELATEDFAtrIIE$;

The particulars of Loans, guarantees or investments has been disclosed in thefinancial statements.

2&. SECRBTARIAT AUDIT REPORT

A secretarial Audit Report glven by Prasad Raghunath Baraskar, a company secreta:1rin practice shall be in annexur. _ i vrith the report.

24. CORPOR.&TT GO1IERNANCE CERTIFICATE

The cornpliance certificate from tfre auditors regarding compliance of cr:nditions ofcorparate governance as reqtrired trncler Listing Regulations forms the.part of AnnualReport.

q

&4r.Hemen ShahMe".Idusha.l Shah

Mrs. Hansa Shah

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2S" RISK MANAGEMENT POLICY

?he Cornpany does tot frru* any Risk Management Policy as the eleneents of riskthreatening the Company,s existence are very minimal.

2b. DIRECToRS, RESPoNSIBILITT STATEMENT

The Directors' Responsibility Statement referred to in clause (d of sub-section (S) ofSection 134 of the Companies Act, 2018, shall state that_{a} in tJ:e preparation of the annual accounts, the applicable accounting standardshad been followed along with proper explanation relating to material departures;(&) the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prurdent so as to give atrue and fair view of the state of affairs of the company at the end of the financial yeara,,d *f the profit and ross of the company frrr that perioct;{c} the directors had taken proper and suflicient care for the maintenamce of adequate'l' accounting recorcls in accordance with the provisions of this Act for safeguarding theassets of the compa-ny and for preventing and detecling fraud and otl:er irregularities;{d) the directors had prepared the annual accounts on a going concern basis; and{e) the directors, has laid clown internai financial contiols to be followed by thecorulpaI$r and that such internal tinancial controls are adequate and were operatingeffeetively.(fl th-p directors had devisecl proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

T?. ACKNOWLEDGEMENTS

Your Directors place o1l. record their sincere thanks to bankers, business associates,consultants, and various Government Authorities for their continued supportextended to your Companies activities during the year und.er review. your Directorsalso acknowledges gratefully the shareholders for their supfrort and confidencereposed on your Company

Registered Oflice:

6145, Old Anand Nagar

Off Western Exlrress Highway,

Santacruz (E|, Mumbai - 4OOOES

Place: Mumbai

Dated: 3O.O5.2O16

By order of the Board of,Dlrectors

For Anukaran Commercial Enterprises Limited

sl/-Kushal Shah

Managlng Director

t0

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ANNEXURE.l

C0MPANYSfl-C&flT'&zuEg

SECRETARIAL AUDIT REPORT

FORM NO. MR - 3't FoR THE FINAN.IAL ,EAR ENDED glsr MAR.H, 2ot6

[Pursuant to section 2oa$l of the Companies Act, 2ots and rule No.9 of theCompanies

(Appointment and Remuneiation personner Rure, 2or4l

To,The Members,Anukaran Commercial Enterprises Limited

I have conducted the secretarial audit of the compliance of applicable statutoryprovisions and the adherence to good corporate practices by Anukaran CommercialEnterprises Limited (hereinafter called the 'company). Secretarial Audit wasconducted in a manner that provided me a reasonable basis for evaluating thecorporate conduct/Statutory compliances and expressing -y opi"1o1 th...orr.

Based on my verification of Anukaran Commercial Enterprises Limited,s books,papers' minute books, form and returns filed and other rec-ords maintained by thecompany and also the information_ provided by the Company, its officers, agents andauthorized representatives during tG conduct Lf secretarial audit, I hereby report thatin my opinion,.the-lompany hai during the audit period covering the Financial yearended March 37, 2016, complied with iire statutory provisions listed hereunder andalso that the comp.any has ptop., Board- processes and compliance mechanism inplace to the extent, in the *"orr., and subje"t to th" reporting made hereinafter.

i have examined the books, papers, minute books,. form and returns frled and otherrecords maintained by.the company for the Iinancial year ended on March 31, 2oL6according to the provisions of

(1) The companies Act, 2013 (t],e Act) and the rules made thereunder;

n

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(5) The following Regulation and Guiderines prescribed.Exchange Board of India Act 1992 (.SEBI Act):_a. The Securities and Exchange Board of India (Issue

(2) The Securities Contracts (Regulation) Act, 19s6 (SCRA) and the rules madethereunder;

(3) The Depository Act, 1996 and the Regulations and bye-laws framed. thereunder;(4) Foreign Exchange Management Act 1999 and the rules and regulations made

tJrereunder;

under the Securities and

of Capital and DisclosureRequirements) Regulations, 2OO9 ;

b. The Securities and Exchange Board of IndiaRegulations, L992;

(Prohibition of Insider Trading)

c' The Securities and Exchange Board of India ( Registration to an Issue andShare Transfer Agents) Regulation, 7gg3, regarding the Companies Act anddealing with client;

6' As informed to me the following other Laws sfiecifically applicabie to theCompany as under:a) The Air (Prevention and control of ponution) Act,19g1b) The Environment (protection) Act, 19g6c) The Employees'Provident Funds and Miscellaneous provisions Act, 1952d) Employees, State Insurance Act, 194ge) Equal Remuneration Act, 1976.f) The Factories Act,194gg) The Industriar Emplo5rment (standing orders) Act,r946h) Maternity Benefit Act, 1961il Legal Metrologz Act, 2OO9j) The Pa5rment of Gratuity Act, l9Z2k) The payment of Wages Act, 1936U The Negotiable Instruments Act, 1gg1m) The water (prevention and control of pollution) Act rgz4.n) The Sexual Harassment of Women at Workplace (Prevention, prohibition and

Redressal) Act, 2013.o) The professional Tax Act, 1975p) The Provident Fund Act, 1952q) Pa5rment of Bonus Act, 1965r) The contract Labour (Regulation & Aborition) Act, 1970

I have also examined Compliance udth the applicable clauses of the following:

(i) Secretarial Standards relating to General and Board Meeting Minutes issuedby The Institute of Company Secretaries of India.(ii) The Listing Agreement entered into by the Company with Bombay Stock" Exchange Limited (BSE).

lz

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During the period under review the Company has complied with the provision of theAct, Rules, Regulations; Guidelines, standards, etc. mentioned above.

In respect of other laws specificatly applicable to the Company, I have relied oninformation/records produced by the Company during the course of my audit and ttrereporting is limited to that extent.

I further report that the Board of Directors of the Company is duly constituted withProper balance of Executive Directors, Non Executive Directors and IndependentDirectors. The changes in the composition of the Board of Directors that took placeduring the period under review were carried out in compliance with tJre provisions oft]'.e Act.

Adequate notice is given to all Directors to sched.ule the Board Meetings, agenda anddetailed notes on agenda were sent at least seven days in advance, and a system existsfor seeking and obtaining further information and clarification on the agenda items

r/, before the meeting and for meaningful participation at thi meeting.

Majority decision is carried through while the dissenting members'views are capturedand recorded as part of the minutes.

I further report that there are adequate systems and processes in the Companycornmensurate with size and operations of the Company to monitor and ensurecompliance with applicable laws, rules, regulations and guidelines.

I further report that there is scope to improve the systems and processes in thecompany and operations of the company to monitor and ensure compliance withapplicable laws, rules, regulations and guidelines.

I further report that during the audit period, there were no instances of:

(i) Public/Right / debentures/ sweat equity.(ii) Redemption/ buy-back of securities.(iii) Merger/ amalgamation/ reconstructionetc.{iv) Foreigntechnicalcollaborations.

For Prasad Raghunath Baraskar

Dated : O6.O9.2O16Place: Mumbai

sd/-

Practicing Company Secretaries. C. P. No.: 12854

Membership No. :- 30414

tg

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MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Members are well aware of the fact your Company is engaged into CommoditiesTrading on National Spot Exchange Limited (NSEL), due to the huge crisis faced byNSEL' Your Company has also suffered significantly. Certain Legal action has beeninitiated to recover Company,s fund.

REVIEW OF OPERATIONAL AND FINANCIAL PERFORMANCE:

The Audited Financial Results are given for the financial year ended on 31st March,2076' The report contains review of th. operations of the Company. During the yearth". co*pany rtao a income of Rs. rc6i4 iakhs (previous year Rs.(2 zz.31l afterdeduction of all expenses including aepreci"iion Rs 0 (previous year Rs 0) andProvision forTax Rs'3.7 lakhs (Previ-ous Year Rs.13.80 lakhs) and the Company hasincurred aloss of Rs. (2o1.gg) lakhs (previous year Rs.(431.g9i rrr.t"t.INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

'/ The company maintains a system of strict Internal control, including suitablemonitoring procedures. The company's internal control procedures are tailored tomatch the organization's pace of growth and increasing complexity of operations.These ensure compliance with various poiicies, practices and statutes. The Companyhas a proper and adequate system of internal controls to ensure that al1 assets aresafeguarded and protected against loss from unauthorized. use or disposition andthose transactions are authorized, recorded and reported correctly.

DISCUSSION ON OPERATIOtrAL AND TINANCIAL PERFORMANCE:

Results of operations

The Audited Financial Results are given for the financial year ended on 3Lst March,2016. The report contains review of the operations of the company.

HUMAN RESOURCE DEVELOPMENT

Anukaran Commercial Enterprises Limited believes in maintaining employer-employee relationship. The Company takes steps, from time to time, to upgrade andenhance the quality of its assets and strives to maintain it in responsive form. TheCompany's provides congenial work environment, performance oriented work culture,kn owledge acquisition / di s semination, creativity and respon sibility.

CAUTIONARY STATEMENT

Statement in the Management Discussion and Analysis describing the Company,sobjectives, projections, expectations, estimations are based on current businessenvironment. Readers should carefully review other information in this Annual Report'and in the Company's periodic report. The Company undertakes no obligation to

t4

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.:.:]'.': tr'.:

update or revise any of these futuristic statements whether as a result of newinfo;rmation, future events or otherwise.Ttrese

"r"*"rri; ;" b;J-;; ;;assumptions and expectatioas of the tuture "*rr,r,t"i;;bil;-;-k- "";, uncertaintiC$::,A&d fttuge *suti,'ailA 'nrry q i,Aat n&, dl*l;A

, re"ultu''aw e orr,yariety or i"*uiiti .o ;#,,i*.;-;"J;-Jiaiuans' ei sdenrand/*ubi$, price conditions :in, ffich, f ,e."rpr"y'-;p;il, 4"";;;;regulations, tax laws and other statutes and incidental factors.

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XIPORT ON CORPORATE GOVERNANCE

1 . COMPAIYY'SPHILOSOP}TY

Corporate governance is the foundation on which large corporations are built.Generally, the foundation for any system of corporate governance wiII be determinedby several factors, all of which help to shape the final structure of governing thecompany.

2. BOARD Or DIRECTORS

Composition

The composition of the Board is in accordance with the requirements of the CorporateGovernance Code of the Listing Agreement with the stock Exchange. The Board ofDirectors of the company consists of combination of Executive, Non-Executive andIndependent Directors. The Board of Directors along with its committees provideleadership and guidance to control trre performance of the Company. As on the date ofthis report, majority of the Board of Directors comprises of Non-Executive Directors,having rich and varied e><perience. The day-to-day management of the company isconducted by the Managing Director subject to the supervision and control of theBoard of Directors. The constitution of the Board and other relevant details relating toDirectors as on 31st March,2016 are as under:

Name Designation andCategory

Boardmember shipinotherCompanies

ChairmanshipofCommitteesin otherCompanies

Membership(includingChairmanshipofCommitteesin otherCompanies)

No. ofBoardMeetingsattended

Last AGMAttendance

Mr.KushalShah

ExecutiveDirector

6 Yes

Mr.Dumpy Ganear

Independent Director

6 Yes

Mr.HemenShah

Director 6 Yes

Mrs.HansaShah

WomenDirector

6 Yes

lc

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Non-Executive Drrectorrs compensation and disclosure

There is no sitting fees or commission paid to Non-executive / Independent Directors.

During the year ended 31st March,2016, the Board met 6 times on 17tr, April, 201530tt' May, 2015, 14*, August, 2ols,ortr, September, 2ols, 13ti, November, 2015 and04tt February,2016

3. AUDIT COMMITTEE

The Audit committee at the Board leveI, functions in the ambit of Companies Act 2Ol3and the listing requirements applicable to the Company that defines its composition,authority, responsibility and reporting functions. The scope of the Audit committee isto review, from time to time, the internal control procedures, the accounting policiesand review of financial statements. The committee also recommend.s the appointmentof Statutory Auditor and the fixation of their fee.

Composition

The Audit Committee comprises of two members.

Mr'Hemen Shah, an Independent Director acts as the Chairman of the Committee.The Audit Committee is constituted in accord.ance with the SEBI (LODR) Regulations,2015 and the provisions applicable as per the Companies Act, 2013. The statutoryauditors are invited to the Audit Committee Meetings whenever required. Thecomposition of the Audit Committee is as follows:

1. Mr. Hemen Shah, Chairman

2. Mr. Kushal Shah, Member

3. Mr. Dumpy Gangar, Member

Audit Committee Meetlngs and Attendance during the linancial year ended 31,tMarch, 2OL6

The minutes of the meetings of the Audit Committee are placed before the Board.During tfe financial year ended 3Lst March, 2016, frve Audit Committee Meetingswere held on 3oth May, 2o15, r4tnAugust, 2o15, 7tr, september, 2oLs 13ft November,2Ol4 and 4tt' February, 2016

The table hereunder gives the attendance record of the Audit Committee members.

l1

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Name of Member No of meetins held No of meetins attended

Mr. Hemen Shah 5 5

Mr. Kushal Shah 5 5

Mr. Dumpy Gansar 5 5

The Statutory Auditors are invited to the Audit Committee Meetings wheneverrequired.

4. SHAREHOLDER'S GRETVANCE COMMIT"ET

The composition of shareholders Grievance Committee and attendance of the membersin it's meeting.

5. GENERAL BODY MEETINGS

Details of last three General Meetings are given hereunder:

Name of Member No of meetine held No of meeting attended

Mr. Hemen Shah 4 4

Mr. Kushal Shah 4 4

Year Date Venue Time

2013 26.O9.2013 6/45, Old Anand Nagar, OffWestern Express Highway,Santacruz(E), Mumbai- 4OO OSs

8.30 A.M

2014 26.O9.2014 6/45, Old Anand Nagar, OffWestern E><press Highway,Santacruz(E), Mumbai- 4OO OSs

8.30 A.M

2015 30.09.201s 6/45, Old Anand Nagar, OffWestern E>cpress Highway,Santacruz(E), Mumbai- 400 OSs

9.00 A.M

t8

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6.DISCLOSURtS

Basic of Related party Transactions

The Company places all the relevant details before the Audit Committee from time totime. There are no related party transactions for this financial year.

Code ofConduct

The Board of Directors has laid down a oCode of Conduct" (Code) for all the Boardmembers and their senior management personnel of the Company and this code isposted on the website of the Company. Annual Compliance declaration is obtainedfrom every person covered by the code.

Risk Management

The Audit Committee and the Board periodically discuss the significant business risksidentified by the Management and review the measures taken for their mitigation.

7. MEAITS OF COMMUNICATION

The quarterly results of the Company are published in two newspapers in compliancewith the provision of SEBI (LODR) Regulations, 2015. Generally, the same arepublished in The Free Press Journal (Engtsh language) and Navshakti (Marathilanguage). The quarterly results as well as the proceedings of Board Meeting and theAnnual General Meeting are submitted to the Bombay Stock Exchange Limitedimmediately after the conclusion of the respective meeting and same is displayed onComp any's website i. e. www. anukaranlimited. com

No presentations were made to the institutional investors or to analysts during theyear under review.

Shareholderst Infotmation

(i) Date, time and venue ofAnnual General Meetingof Shareholders

30th September, 201.6 -9.00 A.M

6/4s,OldAnand Nagar,

Off Western Express highway,

Santacruz (East),

Mumbai - 4OO'O55.

(ii) Financial Calendar Financial reporting for quarter ended

l1

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(tentative and subject tochange). June 30,2016 By August 14,2016

September 30, 2016By November L4,2OL6

December 31 , 2016By February 14,2Ol7

March 3L,2Ol7By May 3O,2OL7

AGM for year ended3l"t March ,2OL6

3oti, September ,2016

(iiil Dates of book closures 26th September, 2016 to 3oth

September, 2O L6(both days inclusive)

(iv) Registered Office 6/45, Old Anand Nagar,

Off. Western Express highway,

Santacruz (East),

Mumbai - 400 055

Tel. No.: 91-22-6158 8919

Website: www. anukaranlimited.com

(") Listing on StockExchange & fees for 2OL4-15

The Equity Shares of the Company are listed onthe Bombay Stock Exchange Limited.

(vi) Stock Exchange Code 512355, ISIN No: INEO9OGO1.028

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(viilShare Transfer System

The Shareholders Grievance committee considers and approves all physical form ofshare related issues.. The transfer formalities are attended to on fortnighfly basis bythe Registrar and Share Transfer Agents.

(viiifstock Market prlce data

Company Suspended since 8*,Januar5r, 2OlS.

)o

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(ix) Registrar and Share Transfer Agents

hrrvaSharegistry flneia1 hrt. Ltd. Unit

ACL Projects Ltd. Unit no. 9,

Shiv Shakti Ind. Estt.

J .R. BorichaMarg,

Lower Parel (E),Mumbai 4OO 011

Tel: 9L-022-23O|6Z6L

Email: [email protected]

Website: www.purvashare.com

(xf Share Transfer System

Transfer of shares in physical form are processed within a period of 15 days, from thedate of the lodgment subject to documents being valid and complete in a1l respects.There have been no instances of transfer of share in the physical form during thefinancial year 2015 - 2Ot6.

(:df Shareholding pattern

Table given below shows the shareholding pattern of the company

a. Distrlbutlon of Shareholding as on March gI.,2Ot6

No. of Equity Shares held Shareholders Shares

Number o/o to totalshareholders

Number % to total ofCapital

UPTO - 5000 1204 58.79 1773096 'o.92

5OO1 - 1O.OOO 207 10.11 t779799 o.9210,001 -. 20.000 144 7.O3 228L75s 1.18

20,001 - 30.ooo 86 4.20 217559L L.L2

9q,og1 - 4O,OOO 52 2.54 1906769 0.98i9,oo1 - 5O,OOO 41 2.OO L962826 1.01

2t

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5O,OO1 - 1,O0,OOO 118 5.76 8781285 4.53

1,OO,O01 and above L96 9.57 173018879 89.33

Total 2048 100.o0 193680000 100.oo

b. Categories of Shareholding as on March g1.r 2Ot6

Sr.no

1

leEse,v Shares held(No)

Promoters and promoters Group 1.967L595

2 Mutual Funds & UTI

3

II_a

Z

g

9

Banks, Financial Institutions, InsuranceCompanies, Central/ State Gov. Institutions/Non-governmental Institutions, VentureCapital

Foreign Institutional Investors (FIIs)

Private Corporate Bodies 63622268

Indian Public 77495274

Hindu Undivided Family 3L437261

NRIs/OCBs r62547

Cleqring Members 1291055

TOTAL 193680000

ef Demateriallzation of shares as on March A1, 2016

Forms No of Shares % ofTotal

Held in dematerial ized. forrnin CDSL

109582662 56.58

Held in dematerialized formin NDSL

83921838 43.33

ZL

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Physic4 form 175500 o.09

Total 193680000 100.oo

fl.^:::Tl*a GDRE/ADRslwarrants or any conrzetttbte rnstnr^nrentr,convcraton date and llkely lmpact on eqult5r.

Int ."o*lany has not issued any Global Depository Receipts/American DepositoryReceipts/wa*ants or any convertitre instrum"rrt*. -" - -- ---r--t

(xiitf Address for Comespondence:

Managing Director

l"*.f" co'nrnerclal tntetprlses Limited6/45, Old Anand Nagar,Off. Western ExpreeJt ighway,santacruz (East),Mumbai _ 4OO OSsTel. No.: 9L-22-6L58 8919Email : c@anukaranlimited. comWebsite: www.anukaranlimited.com

23

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lndependent Auditor,s Report

To the Members of Anukaran commercial Enterprises Limited

Report on the Standalone Financial StatementsWe have audited the accompanying standatone financiat statements of Anukarancom.mercial Enterprises Limitedi'tn6 c6mpooy'), which comprise the batance sheet as at3.1 March 2016, the statement oi profit and toss and the cash flow statement for the yearthen ended, and a summary of significant accountin! potlcies and other exptanatoryinformation. --"-.

Management's Responsibility for the standalone Financial statementsThe Company's Board of Directors is responsibte for the matters stated in Section 13a(5) ofthe Companies Act,. 2013. ("the Act") with respect to irre preparation and presentation ofthese standatone financiat statements that give a tiue and fair view of the financialposition, financiat performance and cash ftow of the Company in accordance with theaccounting principtes generatty accepted in lndia, inctuding [h" A..ornting Standardsspecified under Section'133 of the Act, read with Rute 7 or the Companiei(Accounts)Rut'es, 2014. This responsibitity atso includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeluarding the assets of the Lorpunyand for preventing and detecting frauds and other irrelutarities; setection and appticationof appropriate accounting poticies; making judgments-and estimates that are reasonabteand prudent; and design, implementation ind liaintenance of adequate internat financialcontrots, that were operating effectivety for ensuring the accuracy and completeness ofthe accounting records, retevant to the preparatiori and presentation of the financialstatements that give a true and fair view and are free from material misstatement,whether due to fraud or error.

Auditor's ResponsibilityOur responsibitity is to express an opinion on these standatone financiat statements basedon our audit.

we have taken into account the provisions of the Act, the accounting and auditingstandards and matters which_are required to be inctuded in the audit re-port under theprovisions of the Act and the Rutes made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we .or-pry with ethicatrequirements and ptan and perform the audit to obtain reasonabte assurance aboutwhether the financiat statements are free from materia[ misstatement.

An au.dit.invotves performing procedures to obtain audit evidence about the amounts andthe disctosures in the financial statements. The procedures setected depend on theauditor's judgment, inctuding the assessment of the risks of materiat misstatEm""t of if.r"

zt1

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6 financiat statements, whether due to fraud or error. ln making those risk assessments, theauditor considers internal financial control retevant to the Company's preparation of thefinanciat statements that give a true and fair view in order to design audit procedures thatare .appropriate in the circumstances. An audit also inctudes evatuating theappropriateness of the accounting poticies used and the reasonabteness of the accountingestimates made by the Company's Directors, as wet[ as evatuating the overatl presentationof the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our opinion on the standalone financia[ statements.

Opinion

ln our opinion and to the best of our information and according to the exptanations givento us, the aforesaid standalone financial statements give the information required by theAct in the manner so required and give a true and fair view in conformity with theaccounting principtes generatty accepted in lndia, of the state of affairs of the Company asat 31 March 2016 and its profit/toss and its cash flow for the year ended on that date;subject to-

We have been informed by the management of the Company that Securities ExchangeBoard of lndia (SEBI) initiated an investigation, during the month of June 2015, in tradingactivity of few entities in the equity shares of the company and had sought information forthe period 31.3.2011 to 31 .3.7014 inter atia in the context of the Preferentiat attotment ofequity shares made by the Company and information related to few of the entities whowere the attottees in the Preferential attotment. Management confirmed that theCompany is futty cooperating in the said investigation and has provided the desiredinforrnation to SEBI. Management atso informed us that in the same matter the companyreceived communication from Directorate of Revenue lnte[tigence, Department of lncomeTax, Mumbai seeking information on the matter and that the Company has reptied andprovided the sought information to the Directorate. Management is of the view that in thesaid investigation there is no prima facie case against the Company or itspromoters/ management.

As informed by the management, the Company is recovering loans and advances given tovarious parties. There is a change in accounting policy from mercantite to cash system forinterest income which are doubtful of receivabte. Wherever required, we have obtainedexptanations from the management/ authorized persons for better understanding oftransactions.

Report on Other Legal and Regutatory Requirements

1. As required by the Companies (Auditor's Report) Order,2016 ("the Order") issued bythe Central Government of lndia in terms of sub-section (11)of section 143 of the Act, wegive in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 ofthe order.

Z. As required by Section 143 (3) of the Act, we ieport that:

(a) we have sought and obtained att the information and exptanations which to thebest of our knowtedge and betief were necessary for the purposes of our audit.

(b) in our opinion proper books of account as required by taw have been kept by theCompany so far as it appears from our examination of those books;

e,. b

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(c) the batance sheet, the statement of profit and loss and the cash 1ow statementdeatt with by this Report are in agreement wiih the books of account;

(d) in our opinion,'the aforesaid standatone financial statements compty with theAccounting .standards specified under Section 133 of the Act, read with Rute 7 of theCompanies (Accounts) Rutes, 2014;

(e) on the basis of the written representations received from the directors as on 3IMarch 2016 taken on record by the Board of Directors, none of the directors isdisquatified as on 31 March zdt6 from being appointed as a director in terms of Section164 (21 of the Act;

" (f) with respect to the adequacy of the internal financiat controts over financialreporting of the. Company and.thb operating effectiveness of such controls, refer to ourseparate report in ,,Annexure B',; and

(g) with respect to other matters to be inctuded in the Auditor,s Report in accordancewith Rute 11 of the companies (Audit and Audito.i; Rut"r, 2014, in our opinion and to thebest of our information and according to the expianations given io ,r,,I

i' The.19 are no pending titigations which may adversety affect its financialposition

ii' The Company did lot have any tong term contract inctuding derivativecontracts for which there were any materiat foreseeabte tosses.

iii' There are no amounts pending which are required to be transferred to the' lnvestor Education and protecti6n Fund by the company.

For NPV & AssociatesChartered AccountantsFirm Registration No.: 12940gW

sd/-Suchita GagtaniMembership No.: 138473Ptace: Mumbai.Dated: 30th May,2015.

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Annexure - A to the Auditors, Report

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the standatone financiat statements for the year ended 31 March 2016, we report that:-

i' The Company 90 not have any fixed asset. Thus, paragraph 3(i) of the Order is notapplicabte to the Company.

ii. The nature of business of the Company is such that it does not hotd any physicatinventories. Thus, paragraph 3(ii) of the Order is not appticabte to the Corirfany.

iii' The Company has not granted any loans to bodies covered in the registermaintained under section 189 of the Companies Act,2013 (,the Act,). thus,paragraph 3(iii) of the order is not appticabte to the company.

ln our opinion and according to the information and exptanations given to us, theCompany has not comptied witn tne provisions of section 185 andlgo of the Act,with respect to the loans and investments made.

The Company has not accepted any deposits from the pubtic.

vi' The Centra[ Government has not prescribed the maintenance of cost records undersection 148(1 ) of the Act, for any of the services rendered by the Company.

vii' (a) According to the information and exptanations given to us and on the basisof our examination of the records of the Company, amounts deducted/ accrued in' the books of account in respect of undisputed statutory dues inctuding providentfund, income-tax, sates tax, vatue added tax, duty of tustoms, servicl tax, cessand other materiat statutory dues have been regutaity deposlted'during the year bythe Company with the appropriate authorities. Is exftained to us, the Compiny diinot have any dues on account of emptoyees' state insurance and duty of excise.

According to the information.and explanations given to us, no undisputed amounts payabtein respect of provident fund, income tax, sa[6s tax, va[ue added tax, duty of customs,service tax, cess and other material statutory dues were in arrears ur ui lt March ZO16 fora period of more than six months from the dite they became payabte.

{b) .According to the information and exptanations given to us, there are no material duesof duty of customs which have not been depositei with the appropriate authorities onaccount of any dispute.

viii' The Company does not have any toans or borrowings from any financiat institution,!91f, government or debentuie.hotders during t6e year. Accordingty, paragraph3(viii) of the Order is not appticabte.

ix' The Company did not raise any money by way of initiat pubtic offer or furtherpubtic offer (inctuding debt instrumentl) uno term loans during ir.," v"ui.Accordingty, paragraph 3 (ix) of the order is not appticabte.

x' According to the information and exptanations given to us, no materiai frauO by theCompany or.on the Company by its officers-or emptoyees has been noticed orreported during the course of our audit.

lv.

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xI. According to the information and exptanations give to us and based on ourexamination of the records of the company, the clmpany has not piiJ/providedfor managerial remuneration in accordaii." *iin1r,"-'iJqutite approvals mandatedby the provisions of section 197 read with schedrt" v toir,e Act.

ln our opinion and according to the information and explanations given to us, thecompany is not a nidhi comlany. Accordingtv, p*grip[ rlriry of the order is notapplicable.

According to the information and exptanations given to us and based on ourexamination of the records of the company, transaCtions with retated parties are incomptiance Mth sections 177 and 188 6r ilr6 act wnereuir appticabte and detaits ofsuch transactions have been disctosed in the rininciit itatements as required bythe appticable accounting standards.

According to the information and explanations give to us and based on ourexamination of the records of the company, inJ corpany has not made anypreferentiat attotment or private placement of shares or futty or partly convertibtedebentures during the year.

According to the information and explanations given to us and based on ourexamination of the records of the company, the-company has not entered intonon-cash transactions with directors or persons connected with him. actoiolngty,paragraph 3(xv) of the Order is not appticabte.

The. company is not required to be registered under section 45-lA of the ReserveBank of lndia Act 1934.

xlt.

xiii.

XIV.

xv.

xvl.

For NPV & AssociatesChartered AccountantsFirm Registration No.: 12940gW

5d/-Suchita GagtaniMembership No.: 139473Ptace: Mumbai.Dated: 30th May,2016.

,L8

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Annexure - B to the Auditors, Report

Report on the lnternat Financiat Controts under Clause (i) of Sub-section 3 of Section 143of the Companies Act, 2013 (,,the Act,,)

We have audited the internal financia[ controts over financia[ reporting of AnukaranCommercial Enterprises.Limited ("the Company") as of 31 March 20tO tn conjunction withour audit of the standatone financial statementi of the Company for the year ended onthat date.

Management's Responsibility for lnternal Financial controls

The Company's management is responsibte for estabtishing and maintaining internalfinancial controts based on the internal control over financiat riporting criteria estabtished!v.tne Company considering the essential components of internal control stated in theGuidance Note on Audit of internat Financial Controts over Financial Reporting issued bythe lnstitute of chartered Accountants of lndia ('lcAl'). These responsibitities inctude thedesign, imptementation and maintenance of adequate internal financia[ controts that wereoperating effectivety for ensuring the orderty and efficient conduct of its business,inctuding adherence to.comp.any's poticies, the safeguardir;rg of its assets, the preventionand detection of frauds and errors, the accuracy ind compteteness of the accountingrecords, and the tiryrgty preparation of retiabte financiat information, as required undeithe Companies Act, 2013.

Auditors' Responsibility

our responsibitity is to express an opinion on the company's internat financiat controts overfinanciat reporting based on our audit. We conducted our audit in accordance with theGuiddnce Note on Audit of lnternat Financiat Controts over Financiat Reporting (the"Guidance Note") and the Standards on Auditing, issued by lCAl and deemed to beprescribed under se5lion 143(10) of the Companieiict, 2013, to the extent appticabte toan audit of internal financiat controls, both appticabte to an audit of lnternat FinanciatControts and, both issued by the lnstitute of' Chartered Accountants of lndia. ThoseStandards and the Guidance Note require that we compty with ethical requirements andplan and perform the audit to obtain reasonabte asiurunce about wheiher adequateinternal financial controts over financial reporting *ui estabtished and maintained and ifsuch controts operated effectivety in att material 6spects.

our audit invotves performing procedures to obtain audit evidence about the adequacy ofthe internal financiat.. contiois system over financial reporting and their operatingeffectiveness. our audit of internit financial controts over financial reporting inctudedobtaining an understanding of interna[ financiat controls over financial reporting, assessingthe risk that a materiat weakness exists, and testing and evatuating the design andoperating effectiveness of internal controt based on t-he assessed risk. the proceduressetected-depend on the auditor's judgment, inctudin! the assessment of the risks ofmateria[ hisstatement of the financiit rtat"r"nts, whet-her due to fraud or error.

We betieve that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our opinion on the Company's internat financial controls system overfinanciaI reporting.

Meaning of lnternal Financial controls over Financial ieporting

A company's interna[ financial control over financial reporting is a process designed to

s.1

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provide reasonable assurance regarding the retiabitity of financial reporting and thepreparation of financial statements for-externat prrpor"r in accordance witli generattyaccepted accounting principtes. A company's internat financiat control over financialreporting includes those poticies and proceduies that

(1) pertain to the maintenance of records that, in reasonabte detai[, accurately and fairtyreftect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generatly accepted accountingprinciptes, and that. receipts and expenditures of the company are being made onty iiaccordance with authorisations of management and directors of lne compariy; and

(3) provide reasonabte assurance regarding prevention or timety detection ofunautho.rised acquisitio_n, use, or disposition oithe company's assets that coutd have amaterial effect on the financial statements.

lnherent Limitations of tnternal Financia[ Controts Over Financiat Reporting

Because of the inherent timitations of internat financial. controts over financial reporting,inctuding the possibitity of cottusion or improper management override of controls,material misstatements due to error or fraud may occui and not be detected. Atso,projections of any evatuation of the internat financiit controls over financiat reporting tofuture periods are subject to the risk that the internat financiat controt over financialreporting may become inadequate because of changes in conditions, or that the degree ofcomptiance with the poticies or procedures may oetirioiate.

Opinlon

In our opinion, the Company has, in att material respects, an adequate internal financialcontrots system over financial reporting and such internal financial controts over financiatreporting were operating effectivety as at 31 March 2016, based on the internal controlover financial reporting criteria eslabtished by the company considering the essentialcomponents of internal controt stated in the Guidance Note on Audit of lnternat FinancialControts over Financiat Reporting issued by the lnstitute of Chartered Accountants oflndia.

For NPV & AssociatesChartered AccountantsFirm Registration No.: 129409W

sd/-Suchita GagtaniMembership No.: 138473Ptace: Mumbai.Dated: 30th May,2016.

3o

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ANUKARAN COI,IIAERCIAL ENTERPRISES LIA{ITEDCIN: 151 103MHl 985p1C036664

BALANCE SHEETASAT 3lSTMARCH, 2016

',^

31.03.201 5

r. EQUtw AND LIAB|L|TIES

(1) Shareholder's Funds(a) Share Capitat(b) R6serves and Surptus(c) Money received against share warrants(2) Share appllcatlon money pending

allotment(3) Non-Current Liabilities(a) Long-term borroMngs(b) Deferred tax tiabitities (Net)(c) Other Lbng term tiabitities(d) Long term provis.ions

(4) Current Liabilities(a) Short-term borrowings(b) Trade payabLes

{c) Other current tiabitities(d) Short-term provisions

ll.Assets(1) Non-current assett(a) Fixed assets

(i) Tangible assets

(ii) lntangibte assets(iii) Capitat work-in-progress(iv) lntangibte assets under development

(b) Non-current investments(c) Deferred tax assets (net)(d) Long term loans and advances(e) Other non-current assets

(2) Current assets(a) Current investments(b) lnventories(c) Trade receivabtes(d) Cash and cash equivatents(e) Short-term loans and advancet(f) Other current assets

193,680,000 193,680,000

192.711.478

164,535,476 1U,176,080

711,478

For NPV & ASSOCIATES

CHARTERED ACCOUNTANTS

Firm No. :12940AW

sd/- .

Suchjta Gagtani

Partner

Mem No. :138473

Ptace: Mumbai

Dated : 30th lvlay,2O1g,

FOT ANUKAMN COMAAERCIAL ENTERPRISES LIMITED

sd/- sd/-Kushat Shah Dumpy Gangar

. Director DirectorDIN:06518905

Ptace: Mumbai

Dated : 30th /v{ay,2016

3l

DIN:00434124

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ANUKAMN COA4fiERCIAL ENTERPRISES LIMITEDCtN: 15, 1O3lvtHl 985p1C036664

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2016

3 1.03.2016 31.03.201 5

l. Revenue from operationsll. Other lncome

lll. Total Revenue (l +ll)lV. Expenses:

Cost of materiats consumedPurchase of Stock-in-TradeChanges in inventories of finished goods, work-in-progress and Stock-in-

Trade

tmptoyee benefit expenseFinanciat costsDepreciation and amortization expenseOther expenses

V. Profit before exceptionat and extraordinary items and tax (lll - lV)

Vl. Exceptional ltems -

Sundry Balances written offLong Term Capitat Loss

Vll. Profit before extraordinary items and tax (V - Vl)

Vlll. Extraordinary ltems

lX. Profit before tat (Vil - Vilt)

X. Tax expense:(1 ) Current tax(2) Deferred tax

Xl. Profit(Loss) from the perid from continuing operations (Vll_Vlll)

Xll. Profit/(Loss) from discontinuing operations

Xlll. Tax expense of discounting operations

XlV. Profit/(Loss) from Discontinuing operations (Xll _ Xlll)

XV. Profit/(Loss) for the period (Xt + XIV)

XVl. Earning per equity share:(1 ) Basic

(2) Dituted

10,613,572.OO (27,736,954.OO

526,483.00

8,897,013.00

3,31 2,1 20.00

3,420,361.00

t,190,076.00

20,000,000.00

958,230.00

('t9,768,1

5,639,429.00

14,109,427.N

33,288,830.00

(41,758,828.

(.19,768,154.@)

1,380,000.00

(43,1 38,828.00)

(43,1 38,828.00)

For NPV & ASSoCIATES

CHARTERED ACCOUNTANTS

Firm No. : 129408W

Suchita GagtaniPartner

Mem No. :138473

Ptace : Mumbai

Dated : 30th tviay,2016

FOT AN UFTAMN CO,\,IA,lERc IAL ENTERPRIsEs LIMITED

Kushat Shah' DirectorDIN:00434124

Dumpy Gangar

DirectorDIN:06518905

Place : Mumbai

Dated : 30th lvtay,2016

-a'z-

Page 38: ANUKARAN COMMERCIAL ENTERPRISES LIMITED...ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no - L51103MH1985PLC036664 Regd Office : 6/45, Old Anand Nagar, Off Western Express …

,.fi

Particulars31.O3.201 5 31.03.20.t 5

A)

B)

c)

INET PROFTT BEFORE TAXI

lAdiur,r.n,* ,n.t

1ft..,=.*yD*rrse in Trade Receivabtes and Other Assets

| (lncrease)/ Decrease in Long term Loans & Advances (exct Taxes)

| (lncrease)/ Decrease in Other non-current assets

| (lncrease)/ Decrease in Other Current Assets

i (lncreasell Decrease in Trade Receivabtes

| (lncrease)/ Decrease in Short Term Loans & Advances

llncrease/(Decrease) in Trade payabtes and Other Liabitities

I

I lncrease / (Decrease) in Trade payabtes

I lncrease / (Decrease) in Other current tiabitities

I lncrease / (Decrease) in Other Long Term tiabitities

I lncrease / (Decrease) in Long Term provisions

I lncrease / (Decrease) in Short Term provisions

I Cash Generated/(used) from Operations

I

lless : Taxes Paid (Net)Net Cash from Operafing Acflvlties

CASH FLOW FROI,i INVESTING ACTIVITIES:Purchase of Fixed Assets

Sale of lnvestmentsInterest IncomeCash Generated/(used) from lnvesting Activities

CASH FLOW FROl,l F|NANCING ACT|V|T|ES:lssu6 of Shares

Cash Generated/(used) from Financing Activifi es

NET INCREASE / (DECREASE) IN cAsH AND cAsH EQUIVALENTS (A+B+C)CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIODCASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD

Components of Cash And Cash Equivalents at the end of the periodCash in Hand

Bank Batance

(19,768,1541

19,640,6-04

7,771 ,521

(41,758,828)

5,092,555

(42,975,767\

(1,380,910)

(6,318,057)

(74,9961

(389,333)

40,608,336(1,429,862\(1,412,2701

(4,l,82s,836)

(1,380.000)

(464,329) (43,205,836)

38.147.060

38,147,060

(464,r29"763,877

(5,OsE,775"

5,688,637299,548 629,461

29,747

269,801

2,663761,214

299,54E 763,877

Notes:

1 cash ftow statement has been prepared under the indirect method as set out in Accounting standard (As) 3: ,,cash flowstatements" as prescribed under section .133 of the Companies Act, 20i3.

2 Figures in the brackets indicates Cash Outftow3 Previous years figures have been regropuedllectassified wherever applicabte.

ANUKAMN COIAA^ERCnL ENTERPRISES LIMITEDCIN: L5t 103MH1985pLC036664

CASH FLOW STATEATENT FOR THE PERIOD ENDED MARCH 31, 2016(in INR)

For ANUKAMN CO,!t {ERCIAL ENTERPRTSES L|M|TEDFor NPV & ASSOCIATES

CHARTERED ACCOUNTANTS

Firm No. : 129408U1

Suchita cagtaniPartnerA,tem No. : 138473

Ptace : MumbaiDated : 30th May,2016

Kushat Shah

DirectorDIN:00434124

Dumpy Gangar

DirectorDIN:06518905

Ptace: lilumbaiDated : 30th May,2016

3g

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NOTES TO FINANCIAL STATEMENTS

NOTE 1:

CORPORATE I NFORA{ATION

Anukaran Commercia[ Enterprises Ltd is engaged in the business of deating in chemicats, fabricsand commodities in lndia. lt atso trades in shares, securities, and debentures. The companywas incorporated in the year 19g5.

NOTE 2:

BASIS OF PREPARATION

The financiat statements have been prepared in accordance with the Generatly Accepted

.t, Accounting Principtes in lndia (GMP) under the historicat cost convention on an accrual basis

and comply in atl material respects with the mandatory Accounting Standards prescribed in theCompanies (Accounting Standards) Rutes, 2006 issued by the Central Government inconsuttation with the Nationat Advisory Committee on Accounting Standards.Previous Year's figure have been regrouped and rearranged, wherever necessary to conform tothe current year's presentation.

Tlie accounting poticies adopted in preparation of financial statements are consistent withthose of previous year as explained below:

SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS

1. USE OF ESTIfuIATES:

The preparation of financial statements in conformity with the lndiaii G44p requires theManagement to make estimates and assumptions considered in the reported amounts of assetsand tiabitities (including contingent tiabitities) and the reported income and expenses duringthe year. The Management believes that the estimates used in preparation of the financialstatements are prudent and reasonabte. Future resutts coutd differ due to these estimates anbthe differences between the actual results and the estimates are recognised in the periods inwhich the resutts are known / materiatised.

7. CASH AND CASH EQUTVALENTS:

Cash and cash equivalents for the purpose of cash ftow statement comprise of cash inhand and balance with banks.

.31*

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3. CASH FLOWSTATEMENT:

Cash ftow statement is reported using the indirect method, whereby the profit before

tax is adjusted for the effect of transactions of a non cash nature, any deferrats or

accruats of'past or future operating cash receipts or payments and item of income or

expenses associated with investing or financing cash ftows. Cash flows from operating,

investing and financing activities of the company are segregated.

4. REVENUE RECOGNITTON:

Other income is mainly accounted on accrual basis, except in case of significant uncertainties.

5. RELATED PARTY DISCLOSURES:

Retated party Disclosure (where transactions have taken ptace): ln terms of Accounting

Standard AS'18, atl retated parties have been identified by management and relied upon by the t

auditors.

. Key Management Personnet:

Mr. Kushal Shah

Ms. Hansa Shah

Mr. Hemen Shah

Mr. Dumpy Gangar

Director

Director

Director

Director

. Retated Parties where control exist N.A.

6. FOREIGN CURRENCY TRANSACTIONS:

As on the batance date there is no outstanding amount payabte in foreign currency. Atso thereare no foreign currency transactions during the year.

7. DUES TO MICRO, SrriALL AND MEDTUM ENTERpRTSES:

As per the information avaitabte with the Company, there are no dues outstanding as

on March 31, 2016 to any micro, sma[[ and medium enterprise as defined under sectio n 7 ofMicro, Smatt & Medium Enterprises Devetopment Act, 2006.

8. EMPLOYEE BENEFITS:

The company does not have any post employment.and other long term benefits except forgratuity. The company has not provided for gratuity expenses since the provisions of thePayment of Gratuity Acl, 1972 are not appticabte with respect the number of emptoyees and.

the number of years of service.

55

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9. SEGilENT REp0RT|NG:

Accounting Standard 17 on'Segment Reporting'is not appticabte to the company as on March31, 2016.

10. EARNTNGS PER SHARE (EPS):

a' Basic earnings per share are catcutated by dividing the net profit or loss for the periodattributable to equity sharehotders by the weighted average number of equity sharesoutstanding during the period. The weighted average numbers of shares outstanding during theperiod are adjusted for bonus issue.

b' For the purpose of catcutating dituted earnings per share, the net profit or toss for theperiod attributabte to equity sharehotders and the weighted average number of sharesoutstanding during the period are adjusted for the effects of att dilutive potentiat equityshares.

't 3i.3.20i5 31.3.2014

Net Profit (Loss) as per profit & loss

(in takhs) (201.38) (431.39)Weighted Avg No. of Equity Shares 19,36,g0,000 19,36,g0,000EPS (Basic & Dituted) (0.11) @.ZZ)

11. PROVISION FOR CURRENT TAX:

a' Current year's tax is determined as the amount of tax payabte to the taxationauthorities in respect of taxable income for the period.b' The Company provides for income tax based on the tiabitity computed in accordancewith the provisions of the lncome tax Act, 1961.

c' Provision for Taxation is not set off against tax payments but are accumutated andcarried fonryard untit the comptetion of the assessments.

12. EXCEEPTIONII rerus:Exceptionat items inctude lsans and advances gianted to a body corporate which is notrecoverabte as the body corporate is not approachabte and [oss on investments, notrecoverabte

&c

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13. INVESTIGATION:

During the year securities Exchange Board of lndia (SEBI) initiated an investigation in tradingactivity of few entities in the equity shares of the company and sought information for theperiod 31'3'2011 to 31'3'2014 in the context of the Preferential atlotment of equity sharesmade by the company and information related to entities who were the attottees in thePreferential allotment. company is futty cooperating in the said investigation and has providedthe desired information to sEBl. In the same matter the company received communication fromDirectorate of Revenue lntettigence, Department of lncome Tax, lvtumbai seeking informationon the matter' we reptied and provided the sought information to the Directorate.Management is of the view that there is no prima facie case in the sEBI investigation againstthe company or its promoters/management and that there shatt be no contingent tiabitity onthe company in such investigation.

14. PROVISIONS AND CONTINGENT LIABILITIES:

a' A provision is recognized when the company has a present obtigation as a resutt of pastevents; it is probabte that an outflow of resources witt be required to settte the obtigation, inrespect of which a retiabte estimate can be made.

b' Provisions are not discounted to their present vatue and are determined based on bestestimates required to settle the obtigation at the batance sheet date. These are reviewed at-each balance sheet date and adjusted to reftect the current best estimates.

c' contingent tiabitity is disctosed for (i) Possibte obtigation which witt be confirmed ontyby future events not whotty within the control of the company or (ii) present obtigations arisingfrom past events where it is not probabte that an outftow of resources witt be required tosettte the obtigation or a retiable estimate of the amount of the obtigation cannot be made.contingent assets are not recognized in the financial statements since this may result in therecognition of income that may never be reatized.

37

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(in INR)

NOTES TO THE FINANCIAL STATEMENTS 31.03.2016 31.03.2015

Rs Rs

NOTE 3 - SHARE CAPITAL

AUTHORISED CAPITAL

200,000,000 (200,000,000 Prev Yr.) Equity Shares of Re 1/- (Re. 1/-) each 200,000,000 200,000,000

200,000,000 200,000,000

ISSUED, SUBSCRIBED & PAID UP CAPITAL

193,680,000 (193,680,000 Prev Yr) Equity Shares of Re 1/- (Re. 1/-)each 193,680,000 193,680,000

193,680,000 193,680,000

Note:

The Company has only one class of equity shares having par value of Re. 1/- per share.

Reconciliation of Number of Shares

As at 31st March, 2016 As at 31st March, 2015

Equity Shares

No. of Shares Rs. No. of Shares Rs.

Opening balance

1,936,800 19,368,000 1,936,800 19,368,000

Issued during the year

- - - -

Closing Balance

1,936,800 19,368,000 1,936,800 19,368,000

Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

Savi Portfolio Management Services Pvt Ltd. Is holding 7.66 % shares in the Company.

NOTE 4 - RESERVES & SURPLUS

Revaluation Reserve

As per last Balance Sheet

19,512,000 19,512,000

Securities Premium Account

As per last Balance Sheet

13,920,000 13,920,000

Add on issue of shares

Less : On issue of Bonus Shares

13,920,000 13,920,000

Surplus

As per last Balance Sheet

(42,646,812) 492,016

Add /(Less): Net Profit / (Net Loss) for the year (20,138,154) (43,138,828)

Add /(Less): Short/Excess Provision for tax (19,333) -

(62,804,299) (42,646,812)

(29,372,299) (9,214,812)

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NOTE 5 . OTHER LONG TERTT LhBIUTIESLong Term ProvlsionsProvision for taxes

Sundry Creditorc for Goods *

Shubhalakmi potyester5 Limited

NOTE 6 - OTHER CURRENT LTABIL]TIESStatutory Dues

Satary Payabte , .

.t

NOTE 7 - LONG TERrt LOANS AND ADVANCES

Unsecured, consldered goodOthersMaximaa Systems LimitedKhettya

^Grcantile h/t Ltd

Haresh HiraniVilas KothariNovastar Contairrers CompanyOC Speciatities priyate LimitedRedstone Reattors

Ronak lrlalpaniAkhitesh ChaudharyAmbika Enterprises

Pawan Enterprises

Tycoon Commosale pvt LtdWeatth4u Hospitatity ConsuLtancy private Limited

370,000 1.793.270

4,914,787- 4,914,797

370,qr0 6,708,057

- zg,g14.1,350,000

,, 157,323 . 159,419

157,323 1.538,233

i

r!

+{

5,000,000

6,500,000

2,496,250

65,237,716

3,4E5,000

6,676,751

ln,5511,00!,000

5,500,@0

5,000,000

7,000,000

5,000,@06,500,000

2,T7A,W104,718,603

3,324,0oo

6,A24,471

1,500,000

1,912,263

20,000,000

7,000,000

t09,07{,259 ,5E,71)9,337

:]\,.

\

srl

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Capital AdvancesAasman Tnding h/t Ltd

Aniruddha Builders & Devetopers private LimitedFiroz EnterpriseThe above advances are given towards purchase of property.

Othirr AdvancesTax Deducted at Source - A.y. 2016-17Tax Deducted at Source - A.y. 20.15-16

Tax Deducted at Source - A.y. 2014-15

NOTE 8. TRADE RECEIVABLES

Unsecured and considered goodOver Six Months

NOTE 9 - CASH & CASH EqUVALENTSBatances with Banks

Cash on hand

NOTE 10. REVENUE FROM OPERATIONS

Traded Goods - Fabrics

Traded Goods - Fabrics - Retum

NOTE 11 . OTHER INCOME

lnterest received on advances

NOTE 12. PURCHASE OF STOCK - ]N - TRADETraded Goods - Fabrics - Retum

NOTE 13. EA,IPLOYEE BENEFITS

Salaries

Bonus

Staff Conveyance

Staff Wetfare

27,ff)o,000

28,400,000

15,500,000

7,5@,000

55,400,000 23,000.000

1,061,208

1 ,397,1761.069.567

1,061,208 2,466,743

164,535,476 184.1 76.080

7,771 52'l7.771 521

269,801

29,747

761,214

2,663.,i 299.548 763.877

142,395,862)

(42.395.E62)

10,613,572 14,658,908

10.613.572 14.658.908

(40,108,864)

(40.108.864)

392,200

66,360

2,990,000

,5,000250,200

67,973 66,920

526,4E3 3,312.120

\o

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Fn

'i

iii

l.t .b.ir!.

i5.

F'.,

i

Ivxl.

l:,:.

:t

,iil

i:

tll

l:

l:.

,,:

HOTE 14.OTHERDO€NsESProfessional Fees

Ardit Fees

Advertisement ExpemesAnnual Listirq feesOther txpenseslvtarketing Expenses

Travelting Expenses

Tetephone ExpernerPetrol and Fuet Expenses

Bad Debts

Repairs &,v,laintenenaceEtectricity chargesRent

Payrnent to Asdltot! . iri-

P,qrticularr ,. .

Statutory AuditIaxhudit' '

Other Cafipany A,lattersTotal I

For NPy'& A$pqlAIEsCHARTERED'A€MUNTANTS

F,ifm No. : '129408W

30,000

157,323

19,393

370,331

12.0,000

79,2w

151,2457,V71,521

Y),8521 53f932

117,175

179,n61;{F2,49t6

:130,000

402,1{236,700

355,000

215,000

270,frrO168,000

8,&97,Slt 3.420,36f

50,000 50,000' 50,@0 r50r000

- - 37,0(p 37,000

Yt ' , . {3-7r@ .137,000

For ANUIGMN COi,tflERCtAL ENTERPRTSES LtrrltTED

Suchita GagtantPartner ,,

l

i$em No. : 138473

Ptace: lrtumbai

Dated : 30th,r,tay,2!16

Kushat Shah

DlrEctar

Dtt'l:@4ul24

Dumpy Gangar ,,

Dire€tor

DIN:06518906- l

Ptace: fftrnbalDated : 30th ,Uay,2ol

'Rr

trt

Page 47: ANUKARAN COMMERCIAL ENTERPRISES LIMITED...ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no - L51103MH1985PLC036664 Regd Office : 6/45, Old Anand Nagar, Off Western Express …

PRO'TY I1ORM

[Pursuant'to section 1os(6) of t]re companies Act, 2ora and ruleCompanies (Management and Administration) Rules, ZIAWI

Name oJthe MemberRegistered AddressEmail IdFolio No/DP Id & Client Id

r / we, being the member(s) of equlty shares of Anukaran commercialEnterprises Limited, hereby appoint:

19(3) of the

1_. Name

Address:

E-mail Id :

Signature:

2. Name

Address :

E-mail Id :

Signature:

3. Name

,or failing him

,or fditin-g him

Address :

E-mail Id :

Signature:

as my / our pro)iry to attend and vote (on a poll) for me / us and on my / our behalf atthe 26e Annual General Meeting of the Company, to be held on Friday, the SOth day ofs_eptember, 2ot6, at 9.00 arri at 614s, bra"arrrrro *;;,

-;;;-i";,ern Express

Highwav, santacruz (East), Mumbai - 4oo oss and "t ;y ;4j""r";;"i ur"r."i-respect of such resolutions as are mentioned in the notice.

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I

ORDINARY BUSIITESS:

1. To review, consider and adopt the Audited Balarrce Sheet as on March 31, 2O16 andProfit and Loss account for the year ended on that date together with the Reports ofthe Board of Directors and Auditors thereon.

7. ,o re-appoint Mr. Hemen Ratilal Shah (holding DIN 034257921 as Diiector of the

Company on retirement by rotation.

3. To rati$z the appointment of M/s N.P.V Associates, Chartered Accountants [FirmRegistration Ng. 129408WI

Signed this ........ .. Day of ........... ............2016

Signature(s) of Shareholder(s)

No6: This form of prorcy in order to be effective should be duly completed anddeposited at the Company's Registered Oflice, not less than 48 hours before thecommencement of the Meeting.

\

{

Page 49: ANUKARAN COMMERCIAL ENTERPRISES LIMITED...ANUKARAN COMMERCIAL ENTERPRISES LIMITED Cin no - L51103MH1985PLC036664 Regd Office : 6/45, Old Anand Nagar, Off Western Express …

ATTENDAITCE SLIP

PLE.ASE rILL THE ATTENDAI{CE SLIP AITD HAI|D IT OVER AT THE EITTRANCEO['THE ItrEETING HALL.

26TE AtrtrIUAL GENERAL MEETII|G, FRIDAY, SOTII SEPTE}IBER, 2016.

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DP II) Cllent IDResd. FoHo No. No. of tlhares

I certi$r that i am a member / prory for the member of the company. i hereby recordm-{ pres_ence at the 25t4 Annual General Meeting of the Company at the Registeredoffice of the company at 6/45, Old Anand Nagar, Off Western Express Highway,Santacruz (East), Mumbai - 4OO 055 on Friday 30tr, September, 2016 at 9.OO A.M

Member/Pro:gr name in block letters Signature of the Shareholders/Proxy