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B & A Ltd Directors Report

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Jul 18, 2024|03:40:00 PM

B & A Ltd Share Price directors Report

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DIRECTORS REPORT AND MANAGEMENT DISCUSSION AND ANALYSIS

Your Directors are pleased to present the Annual Report of B & A Limited (hereinafter referred to as the ‘Company) together with the audited financial statements of the Company for the year ended 31st March 2023. The highlights of the financial results are set out below:

Financial Results

The summary results are set out below:

(in rs Lac)

Particulars Year ended 31st March 2023 Year ended 31st March 2022
Revenue from Operations 16135.20 16338.94
Other Income 222.00 88.84
Total Income 16357.20 16427.78
Total Expenditure after adjustment of increase/decrease of stock 15432.02 13613.30
Profit from Operations before Depreciation, Finance Cost and Tax 925.18 2814.48
Depreciation 313.72 306.48
Finance Cost 232.49 300.04
Profit before exceptional Items and Tax 378.97 2207.96
Exceptional Income 365.79 ---
Provision for Tax
Current Tax 85.00 455.00
Deferred Tax 71.00 (4.59)
Profit for the year 588.76 1757.55

Net sales for the year under review is lower by 1.24% over previous year. Profit after tax is lower by 66.50% over previous year. The Earnings per Share for the year stood at Rs. 18.99 which is lower by Rs. 37.71 than previous financial year.

Review of Market, Business and Operations

Tea season 2022 was grossly affected due to excessive rainfall resulting in unfavorable growing conditions during April-Dec, 2022 which negatively impacted the harvest of crop in our gardens. Notably, overall production of Assam tea in CY 2022 showed an increase except for the districts of Jorhat and Golaghat. Heavy rainfall and floods had a direct impact on the tea harvest in these districts, causing a decline in production. Higher rainfall, rising temperature and intermittent dry spells caused havoc pest infestation resulting further crop loss. As a result, the made tea produced by the Company from own leaf was lower by 3.41 lac kgs during FY 22-23 compared to previous financial year. Your company could increase production from bought out leaf by 1.09 lac kgs compared to previous year but owing to the shortage in quality leaf, production from bought leaf was scaled down to a certain extent resulting combined production of made tea lowering by 2.32 lac kgs compared to previous year.

Like every year your company concentrated on producing quality crop and in no circumstances let the quality of the produce to deteriorate. The company also concentrated on the quality of bought leaf so that made tea from bought leaf created a mark like made tea from own leaf. This was reflected in the prices that we fetched in the auctions. Market remunerated the Company with a strong start and companys CTC averages was higher by Rs. 90 per kg in April-June quarter. Market stabilized during July-Sept but your company continued to reap the benefit of quality produce and sale price of companys teas from own gardens registered higher prices compared to 2021 levels. However, September onwards market witnessed lower intake of premium quality teas and medium and starker category gained over 2021 levels. As a result, price concertina from 2021 level as it was witnessed in the previous two quarters was not repeated during the rest of the season.

Our average selling price of made tea from own leaf was higher by Rs. 14.67 in FY 22-23 compared to previous year and average selling price of made tea from bought leaf was higher by Rs. 16.50 compared to previous year. From April 22 onwards our Gatoonga Tea Estate ranked as no.1 followed by Mokrung Tea Estate at no.5 and Salkathoni Tea Estate at no. 7 in All India Batting Order in terms of price fetched by in Assam for CTC teas in the auctions.

Though quality of the production was exceptional during the year and certain invoices fetched phenomenal prices, combined sales volume of the Company was lower by 3.12 lac kgs compared to previous year due to lower production. Sales of made tea from own leaf was lower by 2.49 lac kgs. Though sales volume and prices from bought leaf added relief to some extent to the revenue, gross income from sale of tea declined by Rs. 203.74 lac compared to previous year owing lower sales of made tea from own leaf.

During the year under review, procurement price of green leaf increased by Rs. 2.44 per kg on an average which alongwith procurement of additional volume of green leaf increased the consumption cost by 10% over previous year. The Company had to absorb 13% increase in wages cost on Y-o-Y basis which was mainly due to increase in labour wages by Rs. 27 per manday. Apart from wages, cost of fertilizers and pesticides increased considerably due to increase in rounds as well as stiff increase in prices of the PPC materials. Cost on account of power and fuel increased abnormally by 34% over previous year due to stiff increase in the prices of gas and diesel. As result of these subtleties your Company recorded lower surplus.

Development Activities

Development work in all gardens of the Company was impacted due to the long spell of COVID-19 infection and connected restrictions followed by adverse weather conditions during FY 22-23. However, development work in the gardens were undertaken on priority basis.Samaguri, Mokrung and Gatoonga made progress in development work during the period under discussion.

Accreditations

Three factories of the Company in Gatoonga, Salkathoni and Mokrung are Trustea certified with regards to own leaf. Salkathoni, Mokrung and Sangsua were accredited with Trustea for bought tea leaf. All four factories of the Company received ISO-22000 accreditation for food safety norms.

Finance

Focused capital allocation and steady cash flows resulted in rigid control over the finances of your Company. Strict working capital controls resulted in minimal impact on interest burden. The Company met its financial commitments in servicing its debt and repayment thereof in timely manner. Directors are pleased to inform that your company continues to enjoy CARE BBB+ rating for its long term bank borrowings.

Information Technology

Digital transformation is a major driver for growth and performance. We continue to invest in new technologies to create an intelligent workplace. Due to exceptional length of the Pandemic and physical distancing guidelines dependency on Information Technology has further increased. The digitization journey so far has penetrated several key functions of the Company like, sales and service network, supply chain, human resources and finance. This initiative is helping us immensely to create data dashboards for real time decision making. Data security continues to be paramount importance and your company continuously evaluates its cyber security solutions keeping in mind increased cyber risks. Our efforts are directed towards ensuring business continuity in case of any unforeseen event.

Changes in return on Capital Employed

The Company registered lower PBT on Y-o-Y basis due to disproportionate increase in bought out materials and service cost and loss in revenue due to lower production. As a result, return on capital employed decreased significantly by 63.54% compared to previous year.

Industry Structure, Developments, Outlook and Prospects

The overall production of Assam tea in CY 2022 showed an increase to 687.93 million kgs from 667.73 million kgs in CY 2021, except for the districts of Jorhat and Golaghat. However, the heavy rainfall and floods that occurred between June and August 2022 had a direct impact on the tea harvest in these districts, causing a decline in production.

Despite concerns about disruptions due to the war between Russia and Ukraine, Indias tea industry managed to maintain its position in the market and even had increased its share. In 2022, Indias tea exports to Russia reached 41.13 million kg, a 20.7% increase from the previous year. Overall, Indias total tea exports in 2022 amounted to 226.98 million kg, a 15.49% increase from the previous year.

The North Indian CTC tea markets had a strong start in CY 2022 with prices for premium category Assam and Dooars averaging Rs.20 to Rs.50 higher than the previous year. However, prices sharply dropped below 2021 levels in April 2022. During the second flush period, the market gradually stabilized, and prices rose by Rs.10 to Rs.40 higher than the previous year, which lasted until September.

Medium category Assam teas received a better reception during the quality period, maintaining higher price levels than in 2021. However, prices in the CTC leaf market declined from September and continued to fall towards the end of the season, with premium Assam teas being sold at Rs.10 to Rs.20 lower than the corresponding period of previous year and better medium and medium Assam was being sold at Rs.10 lower.

In contrast, the CTC dust market received better support and prices for better-medium to good teas, particularly from major blenders and Packeteers, often outperforming similar category leaf teas. Better Dooars maintained their price levels, while the BLF section saw stable price levels from September until the end of the season.

India produced 1278 mkgs of tea during CY 2022 compared to 1277 mkgs during CY 2021. On the global front, in first seven months CY 2022 aggregate black tea production (India, Sri Lanka and Kenya) was lower by around 54 million kgs, reflecting a YoY contraction of 5%, driven primarily by the production loss in Sri Lanka. This allowed Indian exporters to increase their product offering in the export market. Below average production in CY 2022 is expected to result a tightness in pipeline stock which is likely to support prices in the new season. Flattish production and strong demand for quality CTC teas is expected to augur well for the sustainability of firm realization for North Indian tea estates till at least first half of CY 2023.

Challenges, Opportunity, Risks and Concerns

Tea industry particularly in Assam is facing multiple challenges which need a long term strategy involving all its stakeholders to address these challenges. While soaring production costs without matching price realizations amidst perpetual increase in input costs has become a retarding factor for growth, climate change issues such as declining yields, pest infestation and increased dependence on irrigation are additional worries. Further, cost to the company particularly in the area of composite value of wages and obligation under social responsibility of a man- day is tending to reach a point which is an economic impossibility of the industry to remain viable.

The opportunities before the tea industry are its established customer base and worldwide awareness over the health attributes of tea leading to higher demand for good quality teas. The domestic consumption of tea is growing at a steady rate of 3% CAGR and its daily use covers nearly 88% of Indian households.

Amid rising temperature and prolonged rainless periods due to climate change, large scale pest attacks which has aggravated over the last few years has become worrisome for planters. TRA estimates that revenue loss due to pest infestation would be pegged at Rs. 2865 cr. annually which is a major concern for tea growers. Increased cost of plant protection in northeast region of the country which has reached Rs. 25-30 thousand per hectare has a negative impact on the viability of the operations.

Risk Management

The Board of Directors of the Company ("the Board") and the Risk Cell constituted with the senior management team led by the Managing Director review the business risks to which the Company is exposed alongwith mitigation measures at periodic intervals. The Risk Management Policy and the constitution of risk cell are available in the Companys website at the following web-link: https://www.barooahs.com/policy.html.

Transfer to Reserves

The Board does not propose any amount to be transferred to any reserve.

Dividend

The Board has recommended a final dividend of 5% i.e. Re. 0.50 per equity shares of Rs. 10 each in the Company for the financial year 2022-23. The distribution of dividend will result in payout of Rs. 15.50 lac if approved by the Shareholders in the ensuing Annual General Meeting.

Subsidiary Company

The Companys subsidiary, B & A Packaging India Limited, which is engaged in the production of high quality paper sacks and flexible laminates, performed satisfactorily during the financial year ended 31st March 2023. During the financial year ended 31st March 2023 the Company registered a gross turnover of Rs. 13270.64 lac (previous year Rs. 12894.20 lac) and a pre-tax profit of Rs. 1360.33 lac (previous year Rs. 1399.01 lac).

Financial Performance and Analysis

The Shareholders fund as on 31st March 2023 was Rs. 7996.69 lac comprising of Rs. 310 lac as equity share capital and Rs.7686.69 lac as reserves and surplus. Details of significant changes in the key financial ratios is appended with the Boards Report and marked as Annexure-1.

Annual Return

The Annual Return of the Company in draft for the financial year ended 31st March 2023 in the prescribed format in accordance with the Act is available at the website of the Company at the following web-link: https://www.barooahs.com/annual- return/B&A_MGT-7_22-23.pdf.

Corporate Social Responsibility

The Corporate Social Responsibility (CSR) activities of the Company are directed by the Board. The CSR Policy of the Company as approved by the Board of Directors is available at the website of the Company at the web-link: http://www.barooahs.com/policies/ policy-on-corporate-social-responsibility.pdf.

In terms of rule 9 of the Companies (Accounts) Rules, 2014 read with rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, Annual Report on CSR activities containing brief outline of the CSR policy, CSR initiatives undertaken and expenditure made during the year is attached as Annexure- 2 and forms part of the Directors Report.

Fixed Deposit

The Company had no outstanding deposit as on 31st March 2023.

Directors and Key Managerial Personnel

As on 31st March 2023, the Companys Directorate consisted of twelve Directors; six of them are Independent Directors. Mrs. Anuradha Farley continues to be the Chairman of the Board. The composition of the Directorate is in conformity with the provisions of the Act, allied rules and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [hereinafter SEBI (LODR)]. The particulars of the Directorate and the Key Managerial Personnel are given under para 1 of the Corporate Governance Report which forms part of this Annual Report. Mr. Bhramar Kumar Mahanta, Non-Executive Director resigned from the Board with effect from 25th May 2023. The Board records the valuable contributions made by Mr. Mahanta in the Board process and wishes him success in his future endeavors.

By virtue of Section 152 of the Act, Mrs. Anuradha Farley and Mr. Robin Aidan Farley, Directors, retires by rotation in the Annual General Meeting (AGM) and are eligible for reappointment.

Mr. Amit Kiran Deb, Independent Director retires on 30th September 2023 on completion of his initial term of directorship. The Board on recommendation made by the Nomination and Remuneration Committee of Directors proposes to reappoint Mr. Deb with effect from 1st October 2023 for a 2nd term of five consecutive years to hold office upto 30th September 2028 and seeks approval of the shareholders to reappoint him in the ensuing AGM. Necessary resolutions to reappoint Mr. Deb is embodied in the notice calling the AGM.

Ms. Simeen Hossain, Independent Director retires on 31st March 2024 on completion of her initial term of directorship. The Board on recommendation made by the Nomination and Remuneration Committee of Directors proposes to reappoint Ms. Hossain with effect from 1st April 2024 for a 2nd term of five consecutive years to hold office upto 31st March 2029 and seeks approval of the shareholders to reappoint her in the ensuing AGM. Necessary resolutions to reappoint Ms. Hossain is embodied in the notice calling the AGM.

Further, in terms of Regulation 17 (1A) of SEBI (LODR) consent of the Members by way of Special Resolution is also required for continuation of the office of a Non-Executive Director on his attaining the age of seventy-five years. Mr. Amit Kiran Deb, Non-Executive Independent Director will be attaining the age of seventy-five years on 26th December 2023 and Mr. Anjan Ghosh, non-executive director will be attaining the age of seventy-five years on 15th July 2024.

The Board seeks consent of the shareholders to hold offices of Mr. Deb and Mr. Ghosh as NonExecutive Directors on the Board of the Company on their attaining the age of seventy-five years till completion of their term of Directorship. Necessary resolutions seeking consent of the shareholders in this regard are embodied in the notice calling the AGM.

A brief resume, expertise and shareholding in your Company together with details of other directorships of Mrs. A. Farley, Mr. R. Farley, Mr. A. Deb and Ms. S. Hossain are given in the Corporate Governance Section of the Annual Report.

None of the Directors on the Board as on 31st March 2023 has been debarred or disqualified from being appointed or continuing as Directors by Ministry of Corporate Affairs, Government of India or Securities and Exchange Board of India or any such Statutory

Authority of India. A certificate in this regard from a Practicing Company Secretary is enclosed as Annexure-3 and forms part of this report.

Mr. Somnath Chatterjee, Managing Director; Mr. D. Chowdhury, Company Secretary and Mr. Tapas Chatterjee, Chief Financial Officer, hold the position of Key Managerial Personnel in the Company in terms of section 203 of the Act.

Declaration by Independent Directors

All Independent Directors had given declaration to the Company stating their independence in terms of section 149(6) of the Act and the same were placed and noted in the meeting of the Board of Directors held on 25th May 2023.

Meeting of The Board of Directors

The particulars of the meetings of the Board of Directors held during the financial year ended 31st March 2023 are furnished under para 1.4 of the Corporate Governance Report forming part of the Annual Report.

Committees of The Board of Directors

The Board had constituted Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Share Transfer Committee of Directors in terms of respective provisions of the Act and SEBI (LODR). The constitution, terms of references and policies of these committees have been discussed in detail in the Corporate Governance section of the Annual Report. There were no instances where the Board did not accept the recommendations of the Audit Committee.

Compliance with Corporate Governance Norms

In terms of the SEBI (LODR), a certificate from a Practicing Company Secretary on compliance of corporate governance is attached with the Directors Report as Annexure-4 and forms part of Annual Report.

Directors Responsibility Statement

Pursuant to the provisions of section 134(5) of the Act the Directors state that:

i) In the preparation of the annual accounts, the applicable accounting standards had been followed alongwith proper explanation relating to material departures;

ii) They had selected such accounting policies and applied them consistently, and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company as at 31st March 2023 and of the profit of your Company for the financial year ended 31st March 2023.

iii) They had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) They had prepared the annual accounts on a going concern basis.

v) They had laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively.

vi) They had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and were operating effectively.

Adequacy of Internal Financial Controls

The Company has an Internal Control System commensurate with the size, scale and complexity of its operations. The objective of such controls is to ensure efficient usage and protection of companys resources, accuracy in financial reporting and due compliance of statutes and procedures. The internal financial controls are adequate and are operating effectively so as to ensure orderly and efficient conduct of the business operations. The Statutory Auditors have also given an unmodified opinion on the internal financial controls on the financial reporting process in their report.

The Company has engaged a reputed firm of Chartered Accountants manned with trained professionals to undertake internal audit functions. The pre-audit and post-audit checks and reviews are carried out to ensure follow-up on the observations made by the audit team. The Audit Committee in its periodic meetings reviews the internal audit reports, progress in implementation of their recommendations and adequacy of internal controls systems.

Maintenance of Cost Records

The Company has maintained adequate cost accounts and records as specified under Section 148(1) of the Act with respect to its tea business.

Particulars of Contract and Arrangement with Related Parties

The Board has adopted a policy on related party transactions to determine the materiality of transactions with related parties and strategy for dealing with the same. The policy is in conformity with Regulation 23 of SEBI (LODR) and has been reviewed by the Board. The said policy is available at the website of the Company at the following web- link: http://www.barooahs.com/policies/policy-on- related-party-transactions.pdf.

In terms of section 134 of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 particulars of contracts/arrangements with related parties entered into by the Company during the financial year under review in form AOC-2 is attached as Annexure - 5 and forms part of the Directors Report.

Nomination and Remuneration Policy and Particulars of Employees

The Board of Directors in compliance with the provisions of section 178(3) of the Act, on recommendation made by the Nomination and Remuneration Committee of Directors formulated the Nomination and Remuneration Policy of the Company. The said policy is available at the website of the Company at web-link: https://www.barooahs. com/policies/remuneration-policy.pdf.

The information required pursuant to section 197 of the Act read with rule 5 of the Companies (Appointment & Remuneration) Rules, 2014 in respect of employees of the Company will be provided upon request. In terms of section 136 of the Act the Directors report and Financial Statements are being sent to Members and others excluding the information on employees particulars which are available on inspection by the Members of the Company upto the date of the AGM. Any Member interested in obtaining a copy may write to the Company. Further it is confirmed that there was no employee employed throughout the financial year or part thereof, who has drawn an aggregate remuneration in excess of remuneration drawn by the Managing Director of the Company and holds himself or alongwith his spouse and dependent children not less than two percent of the equity shares in the Company.

Disclosure in terms of section 197 of the Act read with rule 5 of the Companies (Appointment and Remuneration) Rules, 2014 regarding remuneration paid to Directors and Key Managerial Personnel for the financial year ended 31st March 2023 is given in para 2.2 of the Corporate Governance Section of the Annual Report.

Vigil Mechanism

In terms of section 177(10) of the Act and regulation 22 of the SEBI (LODR), the Company had established a vigil mechanism to report and deal with genuine concern raised by a whistle blower. The said policy is available at the website of the Company at web-link:http://www.barooahs.com/policies/vigil- mechanism.pdf.

Evaluation of Boards Performance

In terms of section 134(3) of the Act read with SEBI (LODR), the Company had laid down the criteria for reviewing the performance of the Board, its Committees and individual Directors. The evaluation process of Directors inter alia considers attendance of the Directors at Board and Committee meetings, acquaintance with business, communicating inter-se board members, effective participation, domain knowledge, compliance with code of conduct, vision and strategy etc. The evaluation process and criteria for evaluating the performance are available in detail in the website of the Company at web-link: http://www.barooahs.com/policies/remuneration- policy.pdf.

The Board evaluated its own annual performance including that of its Committees in the meeting of the Board of Directors held on 25th May 2023. The Board in the same meeting evaluated performance of the individual Directors.

Statutory and Cost Auditors

M/s. Ghosal, Basu & Ray, Chartered Accountants, Kolkata (FRN 315080E) hold the office of the Statutory Auditors in their current term till the conclusion of the AGM of the Company to be held for the Financial Year 2024-25.

The Report given by the Statutory Auditors on the Financial Statement of the Company for the financial year ended 31st March 2023 is a part of the Annual Report. There has been no qualification, reservation, adverse remark or disclaimer in the report.

M/s. Mou Banerjee & Co., Cost Accountants (FRN 000266) were appointed as Cost Auditors to carry out the Cost Audit of the applicable business of the Company for the financial year ended 31 st March 2023. They are eligible for reappointment.

Secretarial Auditors

M/s T Chatterjee & Associates, Practicing Company Secretaries (FRN P2007WB067100) carried out the Secretarial Audit of the Company as envisaged under section 204 of the Act read with regulation 24A of the SEBI (LODR) for the financial year 202223. The Audit Report is attached with the Boards Report as Annexure-6. There was no qualification, reservation, adverse remark or disclaimer in the report.

None of the Auditors of the Company has reported any fraud as specified under the second proviso of Section 143 (12) of the Act.

Details of the Material and Significant Orders

There was no material order against the Company by any Regulator, Court or Tribunal impacting the going concern status of the Company.

A Scheme of Amalgamation between the Company and Buragohain Tea Company Ltd approved by the respective shareholders of both the Companies has been challenged by a shareholder and is pending adjudication before appellate side of the Honble Guwahati High Court.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Pursuant to section 134(3) of the Act read with Companies (Accounts) Rules, 2014 the information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo is attached with the Boards Report as Annexure - 7.

Particulars of Loans, Guarantee or Investments

Details of loans, guarantees or investments made by your Company under section 186 of the Act during the financial year 2022-23 are appended as Annexure - 8 to this report.

Material Changes and Commitments

Your Directors confirm that there was no material changes and commitment, affecting the financial performance of the Company which occurred between the end of the financial year of the Company to which the financial statements relate and the date of this report.

Employee Relations

One of the key strength of your Company is its people. The Company employed around 3523 individuals as permanent employees across its gardens and offices who share a passion for excellence. The key attributes that excelled their performance are knowledge base, expertise and experience. Human Resorrces (HR) policies of the Company are focused on developing the potential of each employee. With this premise, a comprehensive set of HR policies are in place, aimed at attracting, retaining and motivating employees at all levels.

The Employee Relations remained cordial throughout the year and your Directors wishes to convey their gratitude and place on record their appreciation for all executives, staff and workers at all levels for their hard work, solidarity, cooperation and dedication during the year.

Other Declarations

Your Directors state that during the year under review:

a) The Company complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board and General Meetings.

b) The Company made no scheme or provision of money for the purchase of its own shares by Employees/ Directors or by trustees for the benefit of Employees/Directors.

c) The Company did not issue any equity shares with differential rights as to dividend, voting or otherwise; and

d) There was no change in the share capital or nature of business of the Company.

For and on behalf of the Board of Directors
B & A Limited
Anjan Ghosh Somnath Chatterjee
Place : Kolkata Director Managing Director
Date : 25th May 2023 DIN:00655014 DIN: 00172364

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