To
The Members,
B-RIGHT REALESTATE LIMITED
Your Directors have pleasure in presenting the 16th Annual Report
together with the Audited Statement of Accounts of your Company for the year ended March
31, 2023.
DISCLOSURE OF FINANCIAL SUMMARY OR HIGHLIGHTS
(Amount in Lakhs)
| Particulars |
Standalone |
Consolidated |
|
For the Year ended 31st
March, 2023 |
For the Year ended 31st
March, 2022 |
For the Year ended 31st
March, 2023 |
For the Year ended 31st
March, 2022 |
| Total Income |
515.75 |
274.25 |
1926.20 |
293.35 |
| Profit Before Tax |
198.40 |
131.92 |
432.07 |
135.83 |
| Less: Current Tax |
-- |
-- |
118.82 |
-- |
| Deferred Tax |
12.83 |
15.73 |
12.83 |
15.73 |
| Income Tax earlier years |
-- |
-- |
-- |
-- |
| Profit For The Year |
185.57 |
116.19 |
190.97 |
119.78 |
| Add: Balance in Profit and |
2461.59 |
2,347.51 |
2461.73 |
2342.07 |
| Loss Account |
|
|
|
|
| Add: Opening Balance of |
-- |
-- |
(7.88) |
-- |
| Subsidiary Company |
|
|
|
|
| Add: Transfer from reserves |
(0.07) |
(2.11) |
(0.07) |
(0.13) |
| Sub Total |
2647.09 |
2461.59 |
2644.75 |
2461.73 |
| Less: Appropriation |
|
|
|
|
| Adjustment relating to Fixed Assets |
-- |
-- |
-- |
-- |
| Income tax Refund |
-- |
-- |
-- |
-- |
| Less: Interest on IT and TDS w off |
-- |
-- |
-- |
-- |
| Profit & Loss A/c Closing |
2647.09 |
2461.59 |
2644.75 |
2461.73 |
| Balance |
|
|
|
|
| Securities Premium |
-- |
-- |
-- |
-- |
| Reserve |
|
|
|
|
| Opening Balance |
6546.10 |
6546.10 |
6546.10 |
6546.10 |
| Add: Current Year Transfer |
4145.86 |
-- |
4146 |
-- |
| Less: Bonus issue to existing Shareholders |
(650.30) |
-- |
(650.30) |
-- |
| Less: Written Back in Current Year |
-- |
-- |
-- |
-- |
| Closing Balance |
10041.66 |
6546.10 |
10041.8 |
6546.10 |
| Reserves & Surplus |
12688.74 |
9,007.69 |
12686.55 |
9,007.83 |
STATE OF THE COMPANYS AFFAIRS:
Your Company is primarily engaged in the business of Real Estate
Development and construction Activities.
The Total Income of the Company stood at Rs. 515.75 Lakhs for the year
ended March 31, 2023 as against Rs. 274.25 Lakhs in the previous year.
The Company made a Net Profit of Rs. 185.57 Lakhs for the year ended
March 31, 2023 as compared to Rs. 116.19 Lakhs in the previous year.
The Consolidated Total Income is Rs. 1926.20 Lakhs for the financial
year ended March 31, 2023 as against Rs. 293.35 Lakhs during the previous financial year.
Consolidated Net Profit is Rs. 190.97 Lakhs for the year ended March
31,2023 as compared to the Net Profit of Rs. 119.78 Lakhs in the previous year.
The management is of the opinion that in the coming future as the
overall situation seems to be improving and Directors are optimistic about Companys
business and hopeful of better performance with increased revenue in next year.
There has been no change in the business of the Company during the
financial year ended March 31, 2023.
EXTRACT OF ANNUAL RETURN:
Pursuant to Section 92(3) and Section 134(3)(a) of the Act, read with
Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of
Annual Return has been uploaded on the Companys website under the web link of
https://b-rightgroup.com.
CAPITAL STRUCTURE:
During the year, the Company has increased its authorized share capital
from Rs. 1,26,00,000/- (Rupees One Crore Twenty-Six Lakhs Only) divided into 12,60,000
(Twelve Lakh Sixty Thousand) Equity Shares having face value of Rs. 10/- (Rupees Ten Only)
each to Rs. 11,00,00,000/- (Rupees Eleven Crore Only) divided into 1,10,00,000 (One Crore
Ten Lakhs) Equity Shares having face value of Rs. 10/- (Rupees Ten Only) each by passing
ordinary resolution at the extraordinary general meeting of the Company held on April 18,
2022.
As on date of this report the authorized share capital of the Company
is Rs. 11,00,00,000/- (Rupees Eleven Crore Only) divided into 1,10,00,000 (One Crore Ten
Lakhs) Equity Shares having face value of Rs. 10/- (Rupees Ten Only).
The Company has issued and allotted 65,03,000 (Sixty-Five Lakhs Three
Thousand) Bonus Equity Shares of Rs. 10/- (Rupees Ten Only) each in the proportion of 7:1
[Seven (7) Bonus Equity Share for every One (1) existing Equity Shares of the Company of
Rs. 10/- (Rupees Ten) each] on April 18, 2022. Company has come up with an IPO of
28,99,200 (Twenty-Eight Lakhs Ninety-Nine Thousand Two Hundred) equity shares of face
value of Rs. 10 each of B-Right Realestate Limited (the "Company" or the
"issuer") for cash at a price of Rs. 153/- per equity (the "issue
price") aggregating to - Rs. 4435.78 lakh ("the issue") with effect from
30th June, 2022 and Listed on 13th July, 2023.
As on date of this report the issued, subscribed and paid up share
capital of your Company stood at Rs. 10,33,12,000 (Rupees Ten Crores Thirty-Three Lakhs
Twelve Thousand Only) comprising 1,03,31,200 (One Crore Three Lakhs Thirty-One Thousand
Two Hundred) Equity shares of Rs. 10/- (Rupees Ten) each.
DISCLOSURE OF CHANGE IN NATURE OF BUSINESS:
The Company is engaged in the business of Real-estate Activities. There
has been no change in the business of the Company during the financial year ended 31st
March, 2023.
DISCLOSURE RELATING TO AMOUNTS IF ANY, WHICH IS PROPOSED TO CARRY TO
ANY RESERVES:
For the financial year ended 31st March, 2023, your Company has not
proposed to carry or transfer any amount to any other specific reserve account.
DISCLOSURES RELATING TO AMOUNT TO BE RECOMMENDED TO BE PAID AS
DIVIDEND:
The Board of Directors of your Company, after considering holistically
the relevant circumstances has decided that it would be prudent, not to recommend any
Dividend for the year under review and retain the profits of the Company for its future
growth.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION
FUND:
Since there was no unpaid/unclaimed Dividend in the books or any Unpaid
Dividend declared and paid last year, the provisions of Section 125 of the Companies Act,
2013 do not apply to your Company.
DETAILS RELATED TO DEPOSITS COVERED UNDER CHAPTER V OF COMPANIES ACT,
2013:
The Company has neither accepted nor renewed any Deposits during the
year.
PARTICULARS OF LOANS, GUARANTEES INVESTMENT UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:
In the year under review, the Company has made Investments in the
equity shares of Farewell Real Estates Private Limited, provided loans, however the
Company has not provided any guarantee in connection with any loan, under the provisions
of Section 186 of the Companies Act, 2013.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE
OUTGO: Details regarding Energy Conservation: Since the Company does not fall under the
list of industries, which should furnish this information, the question of furnishing the
same does not arise.
Details regarding Technology Absorption: Company is not involved into
any kind of manufacturing activities. Therefore, no technology absorption is required.
Details regarding Foreign Exchange Earnings and Outgo: There have been
neither any earnings nor outgoing of foreign exchange during the year under review.
DISCLOSURES IN DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of
Directors of the Company confirms that:
a) In the preparation of the annual accounts the applicable accounting
standards had been followed along with proper explanation relating to material departures.
b) The Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the Company at the end of
financial year and of the profit and loss of the Company for that period.
c) The Directors have 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.
d) The Directors have prepared the annual accounts on a going concern
basis.
e) That proper internal financial controls were in place and that the
financial controls were adequate and were operating effectively.
f) That systems to ensure compliance with the provisions of all
applicable laws were in place and were adequate and operating effectively.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE
COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:
No such material changes have been occurred.
SHARE CAPITAL:
A) ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS:
The Board of Directors has not made any issue of shares.
B) ISSUE OF SWEAT EQUITY SHARES:
No Sweat Equity Shares were issued in current financial year
C) ISSUE OF EMPLOYEE STOCK OPTIONS:
No Employee Stock Options were issued in current financial year.
D) PROVISION OF MONEY BY COMPANY FOR PURCHASE OF ITS OWN SHARES BY
EMPLOYEES OR BY TRUSTEES FOR THE BENEFIT OF EMPLOYEES:
No provision is made by Company for purchase of its own shares by
employees or by trustees for the benefit of employees.
ISSUANCE OF DEBENTURES:
The Company did not issue any debenture(s) during the year.
STATUTORY AUDITOR:
In terms of the first proviso to Section 139 of the Companies Act,
2013, at the Annual General Meeting held on Wednesday, 25th September, 2019, M/s. ADV
& Associates, Chartered Accountants (Firm Registration Number: 128045W), who were
reappointed as the Statutory Auditor of the Company to hold office from the Conclusion of
that Annual General Meeting till the conclusion of the Annual General Meeting to be held
for the Financial year 2023-2024 at a remuneration to be fixed by the Board of Directors
in consultation with the auditors, plus applicable GST and reimbursement of out of pocket
expenses incurred by them for the purpose of audit.
SECRETARIAL AUDITOR:
In terms of Section 204 of the Companies Act, 2013 and Rules made there
under, M/s. Rinkesh Gala & Associates, Practicing Company Secretaries (C.O.P. No.:
20128), Mumbai was appointed as the Secretarial Auditor of the Company for the financial
year 2022-2023.
SECRETARIAL AUDIT REPORT:
The Secretarial Audit report is annexed herewith as "Annexure
I".
INTERNAL AUDITOR:
Mr. Vipul Gharpure, Chartered Accountant (Membership Number: 119714)
was appointed as an Internal Auditor for the financial year 2022-23.
BOARDS COMMENT ON AUDITORS REPORT:
The Statutory Auditors Report for Financial Statement on Standalone and
Consolidated basis for the Financial year 2023-2024, when read together with the relevant
notes to the accounts and accounting policies was self-explanatory and do not calls for
any further comment.
MEETINGS OF BOARD OF DIRECTORS:
The Board met Seven (7) times during the financial year ended March 31,
2023. The maximum interval between any two meetings did not exceed 120 days, as prescribed
under Section 173 of the Companies Act, 2013.
|
|
|
Attendance |
| Sl. No |
Date of Meeting |
Total Number of Directors as
on the date of the meeting |
Number of Director attended |
% of attendance |
| 1 |
April 23, 2022 |
6 |
6 |
100 |
| 2 |
June 14, 2022 |
6 |
5 |
83.33 |
| 3 |
July 8, 2022 |
6 |
6 |
100 |
| 4 |
September 7, 2022 |
6 |
5 |
83.33 |
| 5 |
November 14, 2022 |
6 |
4 |
66.67 |
| 6 |
March 13, 2023 |
6 |
3 |
50 |
| 7 |
March 31, 2023 |
5 |
4 |
80 |
SEPARATE MEETING OF INDEPENDENT DIRECTOR:
In terms of requirement of Schedule IV of the Companies Act, 2013,
Independent Director had a separate meeting on March 31, 2023 without the attendance of
Non-Independent Director and Members of management. All the Independent Directors were
present at the said meeting. The activities prescribed in paragraph VII of Schedule IV to
the Act were carried out at the said meeting.
DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:
Pursuant to section 134(3)(d) of the Act, your Company confirm having
received necessary declarations from all the Independent Directors under section 149(7) of
the Companies Act, 2013 declaring that they meet the criteria of independence laid down
under Section 149(6) of the Companies Act, 2013 and Regulation 16(b) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
BOARD EVALUATION:
The Board of Directors has carried out an annual evaluation of its own
performance, board committees and individual Directors pursuant to the provisions of the
Companies Act, 2013.
The performance of the Board was evaluated by the board after seeking
inputs from all the Directors on the basis of the criteria such as the board composition
and structure, effectiveness of board process, information and functioning etc.
The Board was of the view that the performance of the Board as a whole
was adequate and fulfilled the parameters stipulated in the evaluation framework in its
pro-growth activity. The Board also ensured that the Committee functioned adequately and
independently in terms of the requirements of the Companies Act, 2013.
Further the individual Directors fulfilled their applicable
responsibilities and duties laid down by the Companies Act, 2013 and at the same time
contributed with their valuable knowledge, experience and expertise to grab the
opportunity and counter the adverse challenges faced by the Company during the year.
BOARD COMMITTEES:
There are three Committees constituted as per Companies Act, 2013. They
are: A. Audit Committee B. Nomination & Remuneration Committee
C. Shareholders & Investors Grievance Committee
The composition of various committee is as follows:
A. AUDIT COMMITTEE:
| Sr. No. |
Members |
DIN |
Designation |
| 1 |
Parag Jaswant Gosalia |
08856547 |
Chairman |
| 2 |
Bhumi Bakulesh Tolia |
09471612 |
Member |
| 3 |
Paras Hansrajbhai Desai |
07302022 |
Member |
Revised Composition of Audit Committee due to resignation of Mr. Parag
Jaswant Gosalia (DIN: 08856547).
| Sr. No. |
Members |
DIN |
Designation |
| 1 |
Paras Mal Jain |
02987070 |
Chairman |
| 2 |
Bhumi Bakulesh Tolia |
09471612 |
Member |
| 3 |
Paras Hansrajbhai Desai |
07302022 |
Member |
B. NOMINATION & REMUNERATION COMMITTEE:
| Sr. No. |
Members |
DIN |
Designation |
| 1 |
Bhumi Bakulesh Tolia |
09471612 |
Chairman |
| 2 |
Parag Jaswant Gosalia |
08856547 |
Member |
| 3 |
Sanjay Nathalal Shah |
00003142 |
Member |
Revised Composition of Nomination & Remuneration Committee due to
resignation of Mr. Parag Jaswant Gosalia (DIN: 08856547).
| Sr. No. |
Members |
DIN |
Designation |
| 1 |
Bhumi Bakulesh Tolia |
09471612 |
Chairman |
| 2 |
Paras Mal Jain |
02987070 |
Member |
| 3 |
Sanjay Nathalal Shah |
00003142 |
Member |
C. SHAREHOLDERS & INVESTORS GRIEVANCE COMMITTEE:
| Sr. No. |
Members |
DIN |
Designation |
| 1 |
Parag Jaswant Gosalia |
08856547 |
Chairman |
| 2 |
Bhumi Bakulesh Tolia |
09471612 |
Member |
| 3 |
Paras Hansrajbhai Desai |
07302022 |
Member |
Revised Composition of Shareholders & Investors Grievance
Committee due to resignation of Mr.
Parag Jaswant Gosalia (DIN: 08856547).
| Sr. No. |
Members |
DIN |
Designation |
| 1 |
Paras Mal Jain |
02987070 |
Chairman |
| 2 |
Bhumi Bakulesh Tolia |
09471612 |
Member |
| 3 |
Paras Hansrajbhai Desai |
07302022 |
Member |
COMMITTEE MEETINGS HELD DURING THE FY 2022-23:
Audit Committee Meeting:
| Sl. No |
Date of Meeting |
Total Number of Members as on
the date of the meeting |
Attendance Number of members
attended |
% of attendance |
| 1 |
May 25, 2022 |
3 |
2 |
66.67 |
| 2 |
September 7, 2022 |
3 |
2 |
66.67 |
| 3 |
November 14, 2022 |
3 |
3 |
100 |
| 4 |
March 13, 2023 |
3 |
2 |
66.67 |
Nomination & Remuneration Committee:
| Sl. No |
Date of Meeting |
Total Number of Members as on
the date of the meeting |
Attendance Number of members
attended |
% of attendance |
| 1 |
September 7, 2022 |
3 |
2 |
66.67 |
| 2 |
March 31, 2023 |
3 |
3 |
100 |
Shareholders & Investors Grievance Committee:
| Sl. No |
Date of Meeting |
Total Number of Members as on
the date of the meeting |
Attendance Number of members
attended |
% of attendance |
| 1 |
September 7, 2022 |
3 |
2 |
66.67 |
CODE OF CONDUCT:
The Board has adopted the Code of Conduct for members of the Board and
Senior Management personnel of the Company. The Code lays down, in details, the standards
of business conduct, ethics and governance. Code of Conduct has also been posted on the
Companys website https://b-rightgroup.com.
NOMINATION AND REMUNERATION POLICY:
The Board has, on the recommendation of the Nomination &
Remuneration Committee, framed a Policy for selection, appointment and remuneration of
Directors and Key Managerial Personnel, including criteria for determining qualifications,
positive attributes and Independence of Directors.
The said policy is available on the Companys Website. Website
Link: https://b-rightgroup.com.
VIGIL MECHANISM/WHISTLE BLOWER POLICY:
In line with the provisions of the Section 177(9) of the Companies Act,
2013 and the Regulation 22 of the SEBI (Listing Obligations and Disclosures Requirements)
Regulations, 2015, your Company has adopted Whistle Blower Policy, as part of vigil
mechanism to provide appropriate avenues to the Directors and employees to bring to the
attention of the management any issue which is perceived to be in violation of or in
conflict with the fundamental business principles of the Company.
This vigil mechanism provides for adequate safeguards against
victimization of employees and directors who avail of the vigil mechanism and also provide
for direct access to the chairperson of the Audit committee, in exceptional cases. The
Company Secretary is the designated officer for effective implementation of the policy and
dealing with the complaints registered under the policy.
The Vigil mechanism / Whistle Blower Policy is available on the website
of the Company at https://b-rightgroup.com.
PARTICULARS OF THE EMPLOYEES AND REMUNERATION:
Pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
details of ratio of remuneration of each Director to the median employees
remuneration are appended to this report as
"Annexure II".
RETIRE BY ROTATION:
Retire by Rotation- Mrs. Amisha Sanjay Shah
In accordance with the provisions of the Companies Act, 2013 and
Articles of Association of the Company, Mrs. Amisha Sanjay Shah (DIN: 01534264),
Non-Executive, Non-Independent Director of the Company is liable to retire by rotation in
the forthcoming Annual General Meeting and being eligible, she offers herself for
re-appointment.
CORPORATE GOVERNANCE:
The Company being listed on the Small and Medium Enterprise Platform is
exempted from provisions of Corporate Governance as per Regulation 15 of Securities and
Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015.
Hence no Corporate Governance report is disclosed in this Annual Report. It is Pertinent
to mention that the Company follows Majority of the provisions of the Corporate Governance
voluntarily.
DETAILS ON POLICY DEVELOPMENT AND IMPLEMENTATION BY COMPANY ON
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES TAKEN DURING YEAR:
As the Company does not fall in the mandatory bracket for Corporate
Social Responsibility pursuant to Section 135 of the Companies Act, 2013 the Company did
not adopt any activity pursuant to the same for the financial year 2022-23. During the
year Company have made donations of Rs. 2 Lakh to the Ayekart Foundation which has been
used for education and medical expense reimbursements.
DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNELS WHO WERE APPOINTED
OR RESIGNED DURING THE YEAR AND AFTER THE CLOSING OF FINANCIAL YEAR:
Following Directors and Key Managerial Personnels were appointed
or resigned during the year and after the closing of financial year.
| Name of the Director |
Designation |
Appointment/ Resignation |
Date |
| Mr. Paras Mal Jain |
Non-Executive Independent |
Appointment |
April 18, 2022 |
| Mr. Parag Jaswant Gosalia |
Non-Executive Independent |
Resignation |
April 23, 2022 |
| Ms. Nupur Jayant Gaitonde |
Non-Executive, Non-Independent |
Resignation |
March 18, 2023 |
| Mrs. Amisha Sanjay Shah |
Non-Executive, Non-Independent |
Appointment |
March 31, 2023 |
| Mr. Sudhir Haribhai Patel |
Non-Executive, Non-Independent |
Resignation |
May 30, 2023 |
None of the Directors of the Company is disqualified for being
appointed / re-appointed as Directors of the Company as per the provisions of Section 164
of the Companies Act, 2013.
DISCLOSURE OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS
SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING YEAR:
The Company does not have any Joint Venture or associate Company and
hence doesnt require any reporting for the same, However, the Company has one LLP
and one Private Limited Company as its subsidiary and the details of which is given in
Annexure-III to this report.
EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:
There are no significant events during the financial year except the
following:
As members must be aware that the Company has been successfully listed
on SME Platform of BSE Limited with effect from July 13, 2022.
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:
During the year, no related party transactions has been occurred as per
the provisions of section 188 of the Companies Act, 2013.
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:
The Company has in place a policy for prevention of sexual harassment
in accordance with the requirements of the Sexual Harassment of women at workplace
(Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee has
been set up to redress complaints received regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees) are covered under this policy and no such
action is reported.
The Anti-Sexual Harassment Policy is available on the website of the
Company at https://b-rightgroup.com.
MANAGEMENT DISCUSSION ANALYSIS:
Management Discussion and Analysis Report for the year under review, is
presented in a separate section forming part of the Annual Report and is annexed herewith
as "Annexure IV".
ENVIRONMENT AND SAFETY:
The Company is conscious of the importance of environmentally clean and
sale operations. The
Companys policy requires the conduct of all operations in such
manner so as to ensure safety of all concerned, compliance of statutory and industrial
requirements for environment protection and conservation of natural resources to the
extent possible.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:
As per the provisions of Regulation 34(2) of the SEBI Listing
Regulations, as amended, the Annual Report of the top 1000 listed entities based on market
capitalisation shall include a Business Responsibility and Sustainability Report
("BRSR"). But, the Company, not being one of such top 1000 listed entities, is
not required to annex any Business Responsibility Report.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
Your Company has an adequate Internal Control System, commensurate with
the size, scale and complexity of its operations, which are well supplemented by
surveillance of Internal Auditor. The scope of work includes review of process for
safeguarding the assets of the Company, review of operational efficiency effectiveness of
systems and processes, and assessing the internal control strengths in all areas. The
details in respect of internal financial control and their adequacy are included in
management discussion and analysis report forming part of this report.
COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:
The Company has complied with the provisions of Secretarial Standards
(I & II) issued by the institute of Company Secretaries of India and approved by the
Central Government under section 118(10) of the Companies Act, 2013.
Since the Company has not recommend any dividend during the year, the
provisions of secretarial standards III are not applicable to the Company.
MAINTENANCE OF COST RECORD:
Pursuant to Section 148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Rules, 2014, the activity of your Company falls under
Non-regulated sectors and hence, maintenance of cost record is not applicable to the
Company for the Financial Year 2022-23.
EXPLANATIONS OR COMMENTS BY BOARD ON EVERY QUALIFICATION, RESERVATION
OR ADVERSE REMARK OR DISCLAIMER MADE BY STATUTORY AUDITOR IN AUDIT REPORT AND BY
PRACTICING COMPANY SECRETARY IN SECRETARIAL AUDIT REPORT:
No such qualification, reservation or adverse remark or disclaimer made
by statutory auditor in audit report.
RISK MANAGEMENT:
In todays economic environment, Risk Management plays a very
important part of business. The main aim of risk management is to identify, assess,
prioritize, monitor and take precautionary measures in respect of the events that may pose
risks to the business. The Company is not subject to any specific risk except risks
associated with the general business of the Company as applicable to the industry as a
whole.
At present the Company has not identified any element of risk which may
threaten the existence of the Company.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS
OPERATIONS IN FUTURE:
There was no significant and material order passed by the regulators,
courts and tribunals impacting the going concern status and Companys operations in
future.
GENERAL DISCLOSURES:
1. During the year under review, statutory auditor has not reported any
instances of Fraud committed against the Company by its officers or employee, the details
of which needs to be reported to the Board under Section 143(12) of the Companies Act,
2013.
2. The Company has not made any application during the year under
Insolvency and Bankruptcy Code, 2016 and there is no proceeding pending under the said
Code as at the end of the Financial Year;
3. During the year, the Company has not undergone any one-time
settlement and therefore the disclosure in this regard is not applicable.
INVESTOR RELATIONS:
Your Company always endeavours to keep the time of response to
shareholders request /grievance at the minimum. Priority is accorded to address all
the issues raised by the shareholders and provide them a satisfactory reply at the
earliest possible time. The Stakeholders Relationship Committee of the Board meets
periodically and reviews the status of the Shareholders Grievances. The shares of the
Company continue to be traded in electronic forum and de-materialization exists with both
the depositories viz., National Securities Depository Limited and Central Depository
Services (India) Limited.
ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation for the
assistance and co-operation received from the banks, Government authorities, customers,
vendors and members during the year under review. Your Directors also wish to place on
record their deep sense of appreciation for the committed services by the Companys
executives, staff and workers.
By Order of the Board of Directors
For, B-Right Realestate Limited,
SD/-
Paras Desai
Managing Director
DIN: 07302022
Place: Mumbai
Date: June 28, 2023
+91-9892691696
