Financial Review
The operating income during the financial year ended 31st March, 2018 stood
at Rs. 59,67,70,959 as against the total operating income of Rs. 2,57,39,098/- in the
previous financial year ended 31st March, 2017. During the Year the Company has
earned a net profit of Rs. 3017990/- as compared to the net profit of Rs. 20,49,507/- in
the previous year.
Share Capital
During the financial year 2017 -2018 the paid up capital of the Company stood at Rs.
3,00,10,800 (Rupees Three Crores Ten Thousand Eight Hundred Only) Equity Shares of Re.
10/- each.
Industry Overview for the Company
A turbulent equity movement, dismal corporate earnings, sub normal monsoons, plunge in
commodity and oil prices: It has not been a good year to remember for Indian markets.
"Year 2017-2018 turned out to be a complicated year for investors with corporate
performance failing markets expectation. Domestic politics have also eluded market
expectations.
Opportunities and Outlook
Domestic stock markets are not out of the woods yet and the coming year will continue
to be challenging. However, 2018 is likely to be better than 2017. Large-cap stocks
continue to remain under pressure, while cracks are already developing in the mid- and
small-cap space, the segment which gave a phenomenal return of about 65 per cent in the
past two years."Markets are likely to be volatile. However, we are positive that in
2017, a more meaningful shift will take place in financial assets.
Threat. Risks & Concern
Low pace of global growth, low commodity prices and the governments inability to
balance the fiscal deficit will be three key challenges to the markets. "While the
developed economies are moving out of repair, growth across many emerging markets could
moderate, given high dollar debt. Key long-term challenge for India remains ability to
rein in the consolidated fiscal deficit. Government expenditure bill will increase, with
the proposed revision in wages and likelihood of other measures to support rural income.
Adequacy of Internal Control
The Company has a well laid out internal control system. The internal control system is
so designed to ensure that there is adequate safeguard, maintenance and usage of assets of
the Company.
Human Resources
The Company currently has a strong team of less than 10 employees with experience in
stock broking and finance and we would like to thank each and every member of the
BLUEBLOOD family for their role and continuous contribution towards the Companys
performance.
FIXED DEPOSITS
During the Financial Year 2017-18, your Company has not accepted any deposit within the
meaning of Sections 73 and 74 the Companies Act, 2013 read together with the Companies
(Acceptance of Deposits) Rules, 2014.
NOMINATION & REMUNERATION POLICY AND PARTICULARS OF EMPLOYEES
In accordance with Section 178 and other applicable provisions if any, of the Companies
Act, 2013 read with the Rules issued there under and Regulation 19 of the LODR, the Board
of Directors of the Company at their meeting held on 3rd Feb, 2016 formulated
the Remuneration Policy on the recommendations of the Nomination & Remuneration
Committee. The salient features covered in the Remuneration Policy have been outlined in
the Corporate Governance Report which forms part of this Report.
The information required under Section 197 of the Companies Act, 2013 read with
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of
Directors/employees of the Company is set out in "Annexure A" to this
Report and is available on the website of the Company.
DIRECTORS & KEY MANAGERIAL PERSONNEL (APPOINTMENTS/RE-APPOINTMENTS):
DIRECTORS
Pursuant to Section 152 of the Companies Act, 2013, Mr. Pushpendra Surana, Director of
the Company, retires by rotation at ensuing Annual General Meeting and being eligible,
offers himself for re-appointment.
KEY MANAGERIAL PERSONNELS
Mr. Suresh Bohra, Managing Director, and Mrs. Neha Bansal, Company Secretary are the
Key Managerial Personnels in accordance with the provisions of the Companies Act, 2013 and
Rules made there under.
FAMILIRAZATION PROGRAMME FOR INDEPENDENT DIRECTORS
The details of programmes for familiarisation of Independent Directors with the
Company, their roles, rights, responsibilities in the Company and related matters are put
upon the website of the Company.
EVALUATION OF BOARD PERFORMANCE
In terms of the provisions of the Companies Act, 2013 read with Rules issued there
under and LODR, the Board of Director on recommendation of Nominations & Remuneration
Committee have evaluated the effectiveness of the Board/Director(s) for financial year
2018-19.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
The provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and
5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
does not apply in your Company.
NUMBER OF MEETINGS OF THE BOARD AND AUDIT COMMITTEE
The details of the number of Board and Audit Committee meetings of the Company are set
out in the Corporate Governance Report which forms part of this Report.
DECLARATION OF INDEPENDENCE
The Company has received declarations from all the Independent Directors confirming
that they meet the criteria of independence as prescribed under the provisions of
Companies Act, 2013 read with the Schedules and Rules issued there under as well as LODR.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirements under Section 134(3)(c) of the Companies Act, 2013, the
Directors confirm that:
(a) in the preparation of the annual accounts for the Financial Year ended 31st
March, 2018, the applicable accounting standards and Schedule III of the Companies Act,
2013, have been followed and there are no material departures from the same;
(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 as at 31st March, 2018 and of
the profit of the Company for the financial year ended 31st March, 2018;
(c) the Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 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) the Directors have laid down proper internal financial controls to be followed by
the Company and that such internal financial controls are adequate and are operating
effectively; and
(f) The Directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating effectively.
AUDITORS AND AUDITORS REPORT
Directors have ratified the appointment of M/s Prakash Mishra & Company, Chartered
Accountants (Firm Registration No. 025280N) as Statutory Auditor of the Company to hold
office for a period of 5 consecutive years from the conclusion of the this Annual General
Meeting scheduled to be held in the year 2018 till the conclusion of 15th Annual General
Meeting to be held in the year 2022 subject to the approval of the shareholders in the
ensuing Annual General Meeting and subject to ratification by shareholders at every
subsequent Annual General Meeting.
Further, M/s Prakash Mishra & Company has confirmed their eligibility under Section
141 of the Companies Act, 2013 and the Rules framed there under. The observations of the
Auditors, if any, are explained wherever necessary, in the appropriate notes to the
accounts. The Auditors Report does not contain qualification, reservation or adverse
remark the observations in the Auditors Report are self explanatory and do not call for
any further comments.
SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company
has appointed MZ & Associates, Company Secretaries to conduct the Secretarial Audit of
your Company. The Secretarial Audit Report is annexed herewith as "Annexure -
B" to this Report. The Secretarial Audit Report does not contain any
qualification, reservation or adverse remarks.
INTERNAL AUDITOR
Pursuant to Section 138 of the Companies Act, 2013 read with The Companies (Accounts)
Rules, 2014 the Company has in place proper internal auditor.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in Form MGT - 9 in
accordance with Section 92(3) of the Companies Act, 2013 read with the Companies
(Management and Administration) Rules, 2014 are set out herewith as "Annexure -
C" to this Report.
RELATED PARTY TRANSACTIONS
The details of the related party transactions as required under Accounting Standard -
18 are set out in Note 24 to the standalone financial statements forming part of this
Annual Report. The Policy on materiality of related party transactions and dealing with
related party transactions as approved by the Board may be accessed on the Companys
website.
LOANS. GUARANTEES AND INVESTMENTS
The details of loans, guarantees and investments under Section 186 of the Companies
Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 are as
follows:
Details of loan and advances, guarantee and investments has been given in the balance
sheet note to accounts.
VIGIL MECHANISM
The Board of Directors of the Company have formulated a Whistle Blower Policy which is
in compliance with the provisions of Section 177(10) of the Companies Act, 2013 and
Listing Obligations and Disclosure Requirements (LODR) Regulations, 2015. The Company,
through this policy envisages to encourage the Directors and Employees of the Company to
report to the appropriate authorities any unethical behaviour, improper, illegal or
questionable acts, deeds, actual or suspected frauds or violation of the Companys Code of
Conduct for Directors and Senior Management Personnel. The Policy on Vigil Mechanism /
Whistle blower policy may be accessed on the Companys website.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo as stipulated under Section 134 of the Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014 is as under:
Part A and Part B relating to conservation of energy and technology absorption are not
applicable to the Company as your Company is not a manufacturing company.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
| Total foreign exchange earnings and outgo |
2017-18 (in Rs.) |
2016-17 (in Rs.) |
| FOB Value of Exports |
Nil |
Nil |
| CIF Value of Imports |
Nil |
Nil |
| Expenditure in foreign currency |
Nil |
Nil |
SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS
There are no significant/material orders passed by any of the Regulators or Courts or
Tribunals impacting the going concern status of your Company and its operations in future.
GENERAL
a) Your Company has not issued equity shares with differential rights as to dividend,
voting or otherwise;
b) Your Company does not have any ESOP scheme for its employees/directors.
DEMATERIALIZATION OF SHARES
Trading in the Equity Shares of the Company is only permitted in the dematerialized
form as per the Securities and Exchange Board of India (SEBI) circular dated May 29, 2000.
The Company has established connectivity with both the Depositories viz. National
Security Depository Ltd. (NSDL) as well as Central Depository Services (India) Ltd. (CDSL)
to facilitate the demat trading. As on 31st March, 2018, 100% of the Companys
Share Capital is in dematerialized form. The Companys shares are regularly traded on BSE
(SME) Limited.
CORPORATE GOVERNANCE
Pursuant to Regulation 27 of the LODR, the Corporate Governance report together with a
certificate issued from MZ & Associate, Company Secretaries on its compliance is made
part of the Annual Report.
CAUTIONARY STATEMENT
Statement in the managements discussions and analysis describing the Companys
projections, estimates, expectations or predictions may be forward looking statements
within the meaning of applicable securities laws and regulations. Actual results could
differ materially from those expressed or implied. Important factors that would make a
difference to the Companys operations include demand-supply conditions, changes in
government regulations, tax regimes and economic developments within the country and
abroad and such other factors.
ACKNOWLEDGEMENT
The Directors of the Company are grateful to all the stakeholders including the
customers, bankers, suppliers and employees of the Company for their co-operation and
assistance.
| Registered Office: |
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By order of the Board |
| P-27, Malviya Nagar, Main Market, |
For BLUEBLOOD VENTURES LIMITED |
| New Delhi-110017, India |
|
|
| Date: - 05th September, 2018 |
Manjeet Pugalia |
Babita Bohra |
| Place: - New Delhi |
Director |
Director |
|
DIN:07131803 |
DIN:01149417 |
+91-9892691696
