To the Members,
Your Directors have pleasure in presenting their 10 th report on the business and operations of your Company (the Company) along with the audited standalone and consolidated financial statements for the financial year ended March 31, 2024.
1. FINANCIAL RESULTS
The Companys financial performance for the year under review is given hereunder:
(Amount in Lakhs)
| Particulars | Consolidated | Standalone | ||
| For the Current Year ended 31.03.2024 | For the previous year ended 31.03.2023 | For the Current Year ended 31.03.2024 | For the previous year ended 31.03.2023 | |
| Revenue from Operations | 95,311.60 | 65,503.73 | 95,311.60 | 65,503.73 |
| Other Income | 505.91 | 729.93 | 505.91 | 729.93 |
| Total Revenue | 95,817.51 | 66,233.66 | 95,817.51 | 66,233.66 |
| Less: Total Expenditure | 76,238.70 | 50,157.12 | 76,238.70 | 50,157.12 |
| Profit before Depreciation | 19,578.81 | 16,076.54 | 19,578.81 | 16,076.54 |
| Less: Depreciation | 6,810.18 | 3,394.29 | 6,810.18 | 3,394.29 |
| Profit before profit from JV and AOPs | 12,768.63 | 12,682.25 | 12,768.63 | 12,682.25 |
| Loss/(Profit) from investment in others | 368.20 | (293.74) | 368.20 | (293.74) |
| Share of (Profit)/ Loss of associates (net of tax) | 0.06 | |||
| Profit before tax | 12,400.37 | 12,975.99 | 12,400.43 | 12,975.99 |
| Tax Expense: Current Tax Deferred Tax | 991.83 1,896.49 | 2,218.72 1,437.82 | 991.83 1,896.49 | 2,218.72 1,437.82 |
| Profit for the Year | 9,512.05 | 9,319.45 | 9,512.11 | 9,319.45 |
| Other Comprehensive income Items that will not be reclassified to profit or loss | ||||
| Remeasurements of postemployment benefit obligations | (0.76) | (0.07) | (0.76) | (0.07) |
| Tax relating to items above | 0.22 | 0.02 | 0.22 | 0.02 |
| Total comprehensive income for the year | 9,511.51 | 9,319.40 | 9,511.57 | 9,319.40 |
The Directors of the company have forecasted good business and returns in next year.
2. FINANCIAL PERFORMANCE:
On Consolidated Basis:
The Company has reported total turnover of Rs. 95,311.60 (Lakhs) for the current year as compared to Rs. 65,503.73 (Lakhs) in the previous year. Further the company has reported Rs, 9,512.05 (Lakhs) profit after tax) in the current year as compared to profit of Rs.
9.319.45 (Lakhs) in the previous year.
On Standalone Basis:
The Company has reported total turnover of Rs. 95,311.60 (Lakhs) for the current year as compared to Rs. 65,503.73 (Lakhs) in the previous year. Further the company has reported Rs, 9,512.11 (Lakhs) profit after tax) in the current year as compared to profit of Rs.
9.319.45 (Lakhs) in the previous year.
The Board is taking more appropriate steps to improve profitability in coming future.
3. DIVIDEND
The Company has earned profit of Rs. 9,512.11 (Lakhs) in the financial year 2023-24. The Board of directors has decided to plough back the profit in the operations of the company. The Board therefore does not recommend any dividend on equity capital for the financial year 2023-24.
4. TRANSFER TO RESERVES
No amount has been transferred to any reserve during the Financial Year 2023-24.
5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
Since there was no unpaid/unclaimed Dividend, the provisions of Section 125 of the Companies Act, 2013 do not apply.
6. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
Following were the material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year and the date of this report: -
1. The Authorized Share Capital of the Company was increased from Rs. 55,00,00,000/- to Rs. 70,00,00,000/- vide ordinary resolution passed in the Extra ordinary General Meeting of the shareholders of the company, dated 02 nd September, 2024.
2. The name of the company has been changed from Caliber Mercantile Private Limited to Caliber Mining and Logistics Private Limited vide special resolution passed in the Extra ordinary General Meeting of the shareholders of the company held on 05 th Day of July, 2024, and in this connection the Registrar of Companies, Mumbai has issued fresh Certificate of Incorporation dated 29 th July 2024, consequent to this, the status of the Company has also been changed from Private Limited Company to Public Limited Company and in this connection the Registrar of Companies, Mumbai has issued fresh Certificate of Incorporation dated 10 th September 2024.
3. The Company has altered its Main Object Clause vide special resolution passed in the Extra ordinary General Meeting of the shareholders of the company, dated 12 th September, 2024.
7. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:
During the year under review, there were no significant and/or material orders passed by the regulators or courts or tribunals which could impact the going concern status of your Company and its operations in future.
8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure A and is attached to this report.
9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013
The details of the loans, guarantees, securities and investments covered under Section 186 of the Companies Act, 2013 form part of the notes to the financial statements and forms part of this report.
10. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:
The particulars of Contracts or Arrangements made with related parties made pursuant to Section 188 are furnished in Annexure B (Form AOC 2) and are attached to this report.
11. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUBSECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:
During the Financial Year 2023-24, the Auditors have not reported any matter under section 143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3)(ca) of the Companies Act, 2013.
12. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS
(a) Statutory Auditors Report:
The Board has duly reviewed the Statutory Auditors Report on the Accounts for the financial year ended 31 st March, 2024 and has noted that the same does not have any reservation, qualification or adverse remarks. However, the Board decided to further strengthen the existing system and procedures to meet all kinds of challenges and growth in the market expected in view of the rapid global challenges.
The Auditors Report annexed with this Annual Report, does not contain any qualification, reservation or adverse remarks.
(b) Secretarial Audit Report:
The provisions relating to submission of Secretarial Audit Report is not applicable to the Company.
13. COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES
The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee are not applicable to the Company for the year under review and hence the Company has not devised any policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, independence of
Directors and other related matters as provided under Section 178(3) of the Companies Act,
2013.
Further, due to the change in Status of the Company from Private Limited to Public Limited with effect from 10/09/2024, the provisions of Section 178(1) were applicable to the Company and the Company is in advance stage of constitution of Nomination and Remuneration Committee.
14. PARTICULARS OF EMPLOYEES
The Company did not employ any such person whose particulars are required to be given under Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.
15. ANNUAL RETURN
The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 is furnished in Annexure C (MGT 9) and is attached to this Report.
16. CORPORATE SOCIAL RESPONSIBILITY:
Since, the company has earned a net profit of Rs.5 crore or more during financial year 2023-2024, hence the provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility were applicable for F.Y. 2023-2024 and the company has complied with the same as per CSR policy and the provisions of section 135 of the Companies Act, 2013 read with corresponding rules framed thereunder.
The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out as Annexure D to this report in the format prescribed in the Companies (CSR Policy) Rules,
2014.
17. PREVENTION OF SEXUAL HARASSMENT POLICY:
The Company has zero tolerance for sexual harassment at workplace, and has adopted a policy against sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee to inquire into complaints of sexual harassment and recommend appropriate action.
The Company has not received any complaint of sexual harassment during the Financial Year 2023-24.
18. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW
The Company had conducted 9 Board meetings during the financial year under review.
| Sr. No. | Date of Meeting | Total No. of Directors on the Date of Meeting | No. of Directors attended | % of attendance |
| 1. | 10/04/2023 | 4 | 4 | 100 |
| 2. | 09/05/2023 | 4 | 4 | 100 |
| 3. | 15/05/2023 | 4 | 4 | 100 |
| 4. | 20/07/2023 | 4 | 4 | 100 |
| 5. | 28/07/2023 | 4 | 4 | 100 |
| 6. | 16/08/2023 | 4 | 4 | 100 |
| 7. | 05/09/2023 | 4 | 4 | 100 |
| 8. | 21/12/2023 | 4 | 4 | 100 |
| 9. | 29/03/2024 | 4 | 4 | 100 |
19. DIRECTORS RESPONSIBILITY STATEMENT
Based on the framework of compliance systems established and maintained by the Company, the work performed by the Internal and Statutory Auditors, and the review performed by the management, the Board is of the opinion that the Companys compliance systems were adequate and operating effectively during the Financial Year 2023-24. Accordingly, pursuant to section 134(3) (C) and 134 (5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:
a. in the preparation of the annual accounts for the financial year ended March 31, 2024, the applicable accounting standards had been followed along with proper explanation relating to material departures;
b. the directors 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 the Company as at March 31, 2024 and of the profit of the Company for that period; -
c. the directors had 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 had prepared the annual accounts on a going concern basis;
e. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
20. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The details of financial performance of Subsidiary/ Joint Venture/Associate Company are furnished in Annexure E and attached to this report.
Other than entities mentioned in Annexure E, the Company has made the following investments during the year under review -
| Sr. No. | Investments | Amount |
| 1. | Investment in MEC & CMPL Joint Venture (AOP) | Rs. 3,01,89,000.00 |
| 2. | Investment in CMPL SCR Joint Venture (AOP) | Rs. 3,18,45,000.00 |
21. DEPOSITS
Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act 2013, read with the Companies (Acceptance of Deposits) Rule, 2014 from public and, as such, no amount of principal or interest was outstanding as of 31st March, 2024.
22. DIRECTORS
There is no change in the composition of Board of Directors of the Company during the year under review. The Directors of the Company as on 31 st March 2024 were as follows:
| Name of the Director | Designation |
| Mr. Mohit Satishkumar Chadda | Director |
| Mr. Rahul Roshanlal Chadda | Director |
| Mr. Anuj Krishan Chadda | Director |
| Mr. Manish Kishankumar Chadda | Director |
However, after the end of financial year the following changes were made in the composition of the Board of Directors -
| Sr. No. | Name of the Director | Particular | Date of Event |
| 1. | Mrs. Shalu Laxmanraj Bhandari | Appointed as an Independent Director | 02/09/2024 |
| 2. | Mr. Rajendra Prasad Shukla | Appointed as an Independent Director | 02/09/2024 |
| 3. | Mr. Mohit Satishkumar Chadda | Designated as Chairman and Managing Director | 12/09/2024 |
| 4. | Mr. Rahul Roshanlal Chadda | Designated as Whole-time Director | 12/09/2024 |
| 5. | Mr. Anuj Krishan Chadda | Designated as Whole-time Director | 12/09/2024 |
| 6. | Mr. Manish Kishankumar Chadda | Designated as Whole-time Director | 12/09/2024 |
23. KEY MANAGERIAL PERSONNEL
By virtue of increase in paid up share capital of the Company subsequent to issue of bonus shares on 08/12/2022 the appointment of a whole-time Company Secretary as per the provisions of Section 203 of the Companies Act read with Rule 8A of (Appointment and Remuneration of Managerial Personnel) Rules of 2014 was applicable to the Company.
However, the Company has appointed whole -time Company Secretary on 01/08/2024 and the adjudication application for the contravention of above stated provision has been filed with the office of Registrar of Companies.
Further, due to the change in Status of the Company from Private Limited to Public Limited with effect from 10/09/2024, the provisions of Section 203 were applicable to the Company and the Company has appointed Managing Director and Whole-time Directors with effect from 12/09/2024 and the Company is in advance stage of appointing Chief Financial Officer.
24. DECLARATION OF INDEPENDENT DIRECTORS
During the year under review the provisions of Section 149 pertaining to the appointment of Independent Directors do not apply to our Company.
However as stated above regarding conversion of the status of the company from Private to Public, after the closure of financial year and before the date of signing of this report, the provisions regarding section 149 became applicable to the company and the company has obtained necessary declaration from the Independent Directors appointed on 02/09/2024.
25. STATUTORY AUDITORS
KAILASH CHAND JAIN & CO., Chartered Accountants, (FRN:-112318W) were appointed as Statutory Auditors of the Company for a period of five years in the Annual General Meeting held on 30/09/2023.
The Auditors Report for the financial year 2023-24 does not contain any qualification, reservation or adverse remarks.
26. INTERNAL FINANCIAL CONTROL
Your Company has designed and implemented a process driven framework for Internal Financial Controls (IFC) over financial reporting through policies, procedures and guidelines. For the year ended on March 31, 2024, the Board is of the opinion that the Company has sound IFC commensurate with the size, scale and complexity of its business operations. The IFC operates effectively and no material weakness exists. The Company has a process in place to continuously monitor the same and identify gaps, if any, and implement new and/ or improved controls whenever the effect of such gaps would have a material effect on the Companys operations. Main purpose of this audit is to review control flag area of concern for compliances and non-compliances, if any.
27. COST RECORD
The provision of section 148 of the Companies Act 2013 read with rules made thereunder in terms of Cost audit doesnt applicable on the Company.
28. RISK MANAGEMENT POLICY
Pursuant to provision of Sec 134 (3) (n) the Company has devised and implemented a mechanism for risk management and has developed a Risk Management Policy. The Policy
provides that Board of Directors will work towards creating a Risk Register, identifying internal and external risks and implementing risk mitigation steps. The Board of Directors will review and discuss the same periodically.
29. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM
The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2014 were not applicable to the Company during the year under review.
However as stated above regarding conversion of the status of the company from Private to Public, after the closure of financial year and before the date of signing of this report, the provisions regarding section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2014 became applicable to the company and the company is in advance stage of constitution of Audit Committee and establishing Vigil Mechanism
30. THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE;
During the year under Review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.
31. SHARES:
a. Buy Back Of Securities
The Company has not bought back any of its securities during the year under review.
b. Sweat Equity
The Company has not issued any Sweat Equity Shares during the year under review.
c. Bonus Shares
The Company has not issued any bonus shares during the year under review
d. Employees Stock Option Plan
The Company has not provided any Stock Option Scheme to the employees.
32. ACKNOWLEDGEMENT
We thank all our customers, vendors, shareholders, bankers, and all other business partners for their excellent support during the year. We place on record our appreciation of the strong commitment and contribution made by our employees at all levels.
We also take this opportunity to place on record their appreciation and sincere gratitude to the Government of India, Government of Maharashtra, regulators, and the Lenders to the Company for their valuable support and look forward to their continued co-operation in the years to come.
ANNEXURE- A
Information under Section 134(3)(m) of the Companies Act, 2013 read with rule 8(3) the Companies (Accounts) Rules, 2014 and forming part of the Report of the Directors
A. Conservation of energy-
(i) the steps taken or impact on conservation of energy: Use of LED Lights
(ii) the steps taken by the company for utilizing alternate sources of energy: NIL
(iii) the capital investment on energy conservation equipment: NIL
B. Technology absorption-
(i) the efforts made towards technology absorption: We are using computers and latest
technology for speedy communication
(ii) the benefits derived like product improvement, cost reduction, product development
or import substitution: Due to speedy communication cost is reduced to greater extent
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)- : NIL
(iv) the expenditure incurred on Research and Development: NIL
C. Foreign exchange earnings and Outgo-
There were no Foreign Exchange Earnings and outgo and during the year.
ANNEXURE-B Form No. MGT-9
Extract of Annual Return As On The Financial Year Ended On 31/03/2024
[Pursuant to section 92(3) of this Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
| (i) | CIN | U74999MH2014PTC255811 |
| (ii) | Registration Date | 03/07/2014 |
| (Mi) | Name Of The Company | CALIBER MERCANTILE PRIVATE LIMITED |
| (iv) | Category / Sub-Category Of The Company | COMPANY LIMITED BY SHARES/NON-GOVT COMPANY |
| (v) | Address Of The Registered Office And Contact Details | M/s. K S R Freight Carriers, Ghugus Road, Khutala, Chandrapur 442401 |
| (vi) | Whether Listed Company | No |
| (vii) | Name, Address And Contact Details Of Registrar And Transfer Agent, If Any | NA |
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10 % or more of the total turnover of the company shall be stated: -
| Sr. No. | Name and Description of main products / services | NIC Code of the Product/ service | % to total turnover of the company |
| 1. | Transport and Logistics Services | 9965 | 28.16% |
| 2. | Mining and Quarrying | 9961 | 71.84% |
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -
| Sr. | Name and address of the Company | CIN/GLN/LLPIN | Holding/ Subsidiary / Associate | % of shar es held | Applica ble Section |
| 1 | CS COAL MINING PRIVATE LIMITED Address - Prop Shri Anuj Krishnakumar Chadda Honda Car Showroom Sno 59/B Mauza Wadgaon Chandrapur Mh 442401 | U10100MH2020PTC342921 | ASSOCIATE | 50% | 2(6) |
| 2. | CALIBER FOUNDATION Addres - Plot No.67/1, 67/2 M/S K.S.R. Freight Carriers Ghugus Road Khutala Chandrapur 442401 | U85300MH2020NPL340147 | ASSCOIATE | 40% | 2(6) |
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Share Holding
| Category of Shareholder s | No. of Shares held at the beginning of the year | No. of Shares held at the end of the year | % chang e in year | |||||||||||||||||||||||||||
| Demat | Physical | Total | % of Total shar es | Demat | Physical | Total | % of Total shares | |||||||||||||||||||||||
| A | Promoter | |||||||||||||||||||||||||||||
| 1) | Indian | |||||||||||||||||||||||||||||
| a) | Individual/ HUF | ~ | 5,10,00, 00 | 5,10,00,0 0 | 100% | ~ | 5,10,00,0 0 | 5,10,00,0 0 | 100% | ** | ||||||||||||||||||||
| b) | Central Govt. | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| c) | State Govt. | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| d) | Body Corporate | \u201c | \u201c | \u2014 | * | |||||||||||||||||||||||||
| e) | Banks / FI | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| f) | Others | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| Sub -Total (1) | NIL | 5,10,00 ,00 | 5,10,00, 00 | 100 / | NIL | 5,10,00, 00 | 5,10,00, 00 | 100% | ||||||||||||||||||||||
| 2 | Foreign | |||||||||||||||||||||||||||||
| a) | NRIs- Individual | \u201c | - | ~ | \u2022 | \u201c | * | \u2014 | ||||||||||||||||||||||
| b) | Other Individual | \u201d | * | \u2014 | ||||||||||||||||||||||||||
| c) | Body Corporate | \u201c | \u201c | \u201d | \u2014 | |||||||||||||||||||||||||
| d) | Banks / FI | - | - | - | - | - | - | - | - | |||||||||||||||||||||
| e) | Other | - | - | - | - | - | - | - | - | |||||||||||||||||||||
| Sub - Total (2) | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | |||||||||||||||||||||
| Total Shareholding Of Promoter | NIL | 5,10,00 ,00 | 5,10,00, 00 | 100 / | NIL | 5,10,00, 00 | 5,10,00, 00 | 100% | ||||||||||||||||||||||
| B | Public Shareholding | |||||||||||||||||||||||||||||
| 1. | Institutions | |||||||||||||||||||||||||||||
| a) | Mutual Funds | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| b) | Banks / FI | - | - | - | - | - | - | - | ~ | - | ||||||||||||||||||||
| c) | Central Govt. | - | - | - | - | - | - | - | - | |||||||||||||||||||||
| d) | State Govt. | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| e) | Venture Capital Funds | \u201c | \u201c | ~ | \u201c | |||||||||||||||||||||||||
| f) | Insurance Companies | * | * | \u201c | \u201c | \u201c | * | |||||||||||||||||||||||
| g) | Fils | - | - | - | - | - | - | - | \u201c | |||||||||||||||||||||
| h) | Foreign Venture Capital | |||||||||||||||||||||||||||||
| i) | Others | - | - | - | - | - | - | - | * | - | ||||||||||||||||||||
| Sub- Total (1) | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | |||||||||||||||||||||
| 2) | Non- Institutions | |||||||||||||||||||||||||||||
| a) | Body Corporate | ~ | \u201d | \u2014 | \u201d | \u201c | \u201c\u201c | |||||||||||||||||||||||
| i) | Indian | - | - | - | - | - | - | - | - | |||||||||||||||||||||
| ii) | Overseas | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||
| b) | Individuals | - | - | - | - | - | - | - | - | |||||||||||||||||||||
| i) | Individual shareholders holding nominal share | |||||||||||||||||||||||||||||
| capital upto Rs. 1 lac | ||||||||||||||||||||||||||||||
| ii) | Individual share -holder holding nominal share capital in excess of Rs 1 lakh | |||||||||||||||||||||||||||||
| c) | Others | - | - | - | - | - | - | - | - | |||||||||||||||||||||
| Sub- Total (2) | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | |||||||||||||||||||||
| Total Public Shareholding (D+ (2) | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | |||||||||||||||||||||
| C | Shares held by Custodian for GDRs & ADRs | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | NIL | ||||||||||||||||||||
| GRAND TOTAL (A+B+C) | NIL | 5,10,00 ,00 | 5,10,00, 00 | 100 / | NIL | 5,10,00, 00 | 5,10,00, 00 | 100% | ||||||||||||||||||||||
ii) Shareholding of Promoters
| SR. NO. | Shareholders Name | Shareholding at the beginning of the year | Share holding at the end of the year | % change in share holding during the year | ||||
| No. of Shares | % of total Shares of the compa ny | % of Shares Pledged / encumbe red to total shares | No. of Shares | % of total Shares of the company | %of Shares Pledged / encumber ed to total shares | |||
| 1. | Anuj Chadda | 1,39,57,000 | 27.37 | - | 1,39,57,000 | 27.37 | NA | |
| 2. | Mohit Chadda | 1,95,33,000 | 38.30 | - | 1,95,33,000 | 38.30 | - | NA |
| 3. | Rahul Chadda | 1,07,10,000 | 21.00 | 1,07,10,000 | 21.00 | NA | ||
| I 4 | Manish Chadda | 68,00,000 | 13.33 | \u201c | 68,00,000 | 13.33 | NA | |
| 5,10,00,000 | 100% | - | 5,10,00,000 | 100% | - | NA | ||
iii) Change in Promoters Shareholding (Please specify, if there is no change)
| SR, NO, | Name | Of Promoter | Shareholding at the beginning of year | Cumulative Shareholding during the year | ||
| No. of shares | % of total shares of | No. of shares | % of total shares of | |||
| 1. | At the beginning of the year | |||||
| Date wise Increase / Decrease in Share holding during the year | NOT APPICABLE | |||||
| specifying the reasons | ||||||
| At the End of the year | ||||||
iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
| SR. NO. | Name Of Top 10 Shareholder s | For Each of the Top 10 Shareholders | Shareholding at the beginning of the year | Cumulative Shareholding during the year | ||
| No. of shares | % of total shares of the company | No. of shares | % of total shares of of the company | |||
| 1 . | At the beginning of the year Date wise Increase / Decrease in Share holding during the year | NOT Al | PPICAB | LE | ||
| At the End of the year | ||||||
v) Shareholding of Directors and Key Managerial Personnel:
| SR. NO. | For Each of the Directors and KMP | Shareholding at the beginning of year | Cumulative Shareholding during the year | ||||||||||
| Name Of Directors | No. of shares | % of total shares of compan y | No. of shares | % of total shares of the company | |||||||||
| 1. | ANUJ CHADDA | At the beginning of the year | 1,39,57,000 | 27.37% | 1,39,57,000 | 27.37% | |||||||
| Date wise Increase / Decrease in Share holding during the year specifying the reasons | NIL | NIL | NIL | NIL | |||||||||
| At the End of the year | 1,39,57,000 | 27.37% | 1,39,57,000 | 27.37% | |||||||||
| 2. | MOHIT CHADDA | At the beginning of the year | 1,95,33,000 | 38.30% | 1,95,33,000 | 38.30% | |||||||
| Date wise Increase / Decrease in Share holding during the year specifying the reasons | NIL | NIL | NIL | NIL | |||||||||
| At the End of the year | 1,95,33,000 | 38.30% | 1,95,33,000 | 38.30% | |||||||||
| 3. | RAHUL CHADDA | At the beginning of the year | 1,07,10,000 | 21% | 1,07,10,000 | 21% | |||||||
| Date wise Increase / Decrease in Share holding during the year specifying the reasons | NIL | NIL | NIL | NIL | |||||||||
| At the End of the year | 1,07,10,000 | 21% | 1,07,10,000 | 21% | |||||||||
| 4. | MANISH CHADDA | At the beginning of the year | 68,00,000 | 13.33% | 68,00,000 | 13.33% | |||||||
| Date wise Increase / Decrease in Share holding during the year specifying the reasons | NIL | NIL | NIL | NIL | |||||||||
| At the End of the year | 68,00,000 | 13.33% | 68,00,000 | 13.33% | |||||||||
i) INDEBTEDNESS
Standalone and Consolidated:
Indebtedness of the Company including interest outstanding/accrued but not due for payment
| Secured Loans excluding deposits | Unsecured Loans | Deposit s | Total Indebtedness | |
| Indebtedness at the beginning of the financial year | ||||
| i) Principal Amount | 3,79,24,59,000.00 | 22,83,000.00 | NIL | 3,79,47,42,000.00 |
| ii)Interest due but not paid | NIL | NIL | NIL | NIL |
| iii) Interest accrued but not due | NIL | NIL | NIL | NIL |
| Total (i+ii + iii) | 3,79,24,59,000.00 | 22,83,000.00 | NIL | 3,79,47,42,000.00 |
| Change in Indebtedness during the financial year (including int. accrued but not due) | ||||
| Addition | 3,38,71,36,000.00 | 7,40,99,000.00 | NIL | 3,46,12,35,000.00 |
| Reduction | NIL | NIL | NIL | NIL |
| Net Change | 3,38,71,36,000.00 | 7,40,99,000.00 | NIL | 3,46,12,35,000.00 |
| Indebtedness at the end of the financial year | ||||
| i) Principal Amount | 7,17,95,95,000.00 | 7,63,82,000.00 | NIL | 7,25,59,77,000.00 |
| ii)Interest due but not paid | NIL | NIL | NIL | NIL |
| iii) Interest accrued but not due | NIL | NIL | NIL | NIL |
| Total (i+ii+iii) | 7,17,95,95,000.00 | 7,63,82,000.00 | NIL | 7,25,59,77,000.00 |
ii) REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
a) Remuneration to Managing Director, Whole-time Directors and/or Manager; NIL
| SR. NO. | Particulars of Remuneration | Name of MD/WTD/ Manager | Total Amount |
| 1. | Gross salary | - | - |
| a. | Salary as per provisions contained | - | - |
| in section 17(1) of the Income-tax Act,1961 | - | ||
| b. | Value of perquisites u/s 17(2) Income-tax Act, | * | |
| 1961 | \u201c | ||
| c. | Profits in lieu of salary under section 17(3) Income- tax Act, | \u201c | |
| 1961 | \u2014 | ||
| 2. | Stock Option | - | - |
| 3. | Sweat Equity | - | - |
| 4. | Commission as % of profit - others, specify | \u2014 | |
| 5. | Others (Sitting Fees) | - | - |
| Total (A) | - | - | |
| Ceiling as per the Act (10% of Net Profits) | N.A | N.A. |
b) Remuneration to other directors:
| SR. NO. | Particulars of Remuneration | Name o | f Directors | Total Amt. | |||||||||
| Anuj Chadda | Mohit Chadda | Rahul Chadda | Manish Chadda | ||||||||||
| 1. | Independent Directors | - | - | - | - | - | |||||||
| a | Fee for attending board committee meetings | - | \u201c | ||||||||||
| b | Commission | - | - | - | - | - | |||||||
| c | Other Non-Executive Director | - | - | - | - | - | |||||||
| d | Other Executive Director | 5,50,00,00 0.00 | 5,50,00,0 00.00 | 5,50,00,0 00.00 | 5,50,00,000. 00 | 22,00,00,0 00.00 | |||||||
| d | Fee for attending board committee meetinas | - | \u201c | ||||||||||
| e | Commission | - | - | - | - | - | |||||||
| TOTAL (2) | - | - | - | - | - | ||||||||
| Total (B) = (l+2) | - | - | - | - | - | ||||||||
| Total Managerial Remuneration | - | - | - | - | - | ||||||||
| Overall Ceiling as per the Act (11% OF Net profits) | \u2018 | ||||||||||||
| TOTAL (1) | 5,50,00,00 | 5,50,00,0 | 5,50,00,0 | 5,50,00,000. | 22,00,00,0 | ||||||||
| 0.00 | 00.00 | 00.00 | 00 | 00.00 | |||||||||
c) REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD:- NIL
| SR. | Particulars of | Name of Director | Total Amount | |||
| NO. | Remuneration | |||||
| 1. | Gross salary | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| a. | Salary as per provisions contained in | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| b. | Value of perquisites | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| c. | Profits in lieu of salary | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| 2. | Stock Option | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| 3. | Sweat Equity | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| 4. | Commission - as % of profit | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| 5. | Others, please specify | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| Total | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | |
V. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
During the year 2023-2024, the company or any of its directors or Key Managerial Personnel were not liable for any penalty, punishment or any compounding offences under the Companies Act, 2013.
ANNEXURE-C AOC 2
Related Party Transactions:
Particulars of contracts or arrangements with related parties referred to in subsection (1) of section 188 in the form AOC-2:
All related party transactions that were entered into during the financial year were on an arms length basis and were in the ordinary course of business.
Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014:
1. Details of contracts or arrangements or transactions not at arms length basis: Nil
2. Details of material contracts or arrangement or transactions at arms length basis:
| Name(s) of the related party and nature of relationship | Nature of contracts/arrange ment/transactions | Duration of the contracts / arrangem ents/tran sactions | Salient terms of the contracts or arrangements or transactions including the value, if any: | Date(s) of approval by the Board, if any: | Amount paid as advances, if any: | ||||||||||||
| Anuj Chadda DIRECTOR | Remuneration Interest on Unsecured Loans | For the FY- 2023-24 | Transaction Value : Rs. 5,50,00,000.00 Transaction Value : Rs. 15,75,000.00 | 10/04/2023 | |||||||||||||
| Rahul Chadda DIRECTOR | Remuneration Interest on Unsecured Loans | For the FY- 2023-24 | Transaction Value : Rs. 5,50,00,000.00 Transaction Value : Rs. 13,60,000.00 | 10/04/2023 | |||||||||||||
| Mohit Chadda DIRECTOR | Remuneration Interest on | For the FY- 2023-24 | Transaction Value : Rs. 5,50,00,000.00 Transaction Value : | 10/04/2023 | |||||||||||||
| Unsecured Loans | Rs. 19,24,000.00 | ||||||||||||||||
| Manish Chadda | Remuneration | For the FY- 2023-24 | Transaction Value : Rs. 5,50,00,000.00 | 10/04/2023 | |||||||||||||
| DIRECTOR | Interest on Unsecured Loans | Transaction Value : Rs. 12,30,000.00 | |||||||||||||||
| KSR Freight Carriers | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 83,52,41,000.00 | 10/04/2023 | |||||||||||||
| Firm in which the directors are interested | |||||||||||||||||
| Shree Chadda Roadlines | Transportation Payment | For the FY- 2023-24 | Transaction Value: Rs. 8,67,89,000.00 | 10/04/2023 | |||||||||||||
| Firm in which the directors are interested | Sale of Services | Transaction Value: Rs. 23,36,000.00 | |||||||||||||||
| Chadda Trading Co. | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 3,39,30,000.00 | 10/04/2023 | |||||||||||||
| Firm in which the directors are interested | |||||||||||||||||
| MEC and CMPL Joint Venture | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 88,87,20,000.00 | 10/04/2023 | |||||||||||||
| AOP in which directors are interested | |||||||||||||||||
| SKC and CMPL Joint Venture | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 2,72,21,000.00 | 10/04/2023 | |||||||||||||
| AOP in which directors are interested | |||||||||||||||||
| CMPL SCR Joint Venture | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 70,56,65,000.00 | 10/04/2023 | |||||||||||||
| AOP in which directors are interested | |||||||||||||||||
| KKC Group Proprietorship owned by Director | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 5,94,02,000.00 | 10/04/2023 | |||||||||||||
| SKC Group Proprietorship owned by i Director | Sale of Services | For the FY- 2023-24 | Transaction Value: Rs. 54,23,90,000.00 | 10/04/2023 | |||||||||||||
| Tagsure Hospitality LLP | Advances given | For the FY- 2023-24 | Transaction Value: Rs. 3,72,60,000.00 | 10/04/2023 | |||||||||||||
| LLP in which directors are partners | |||||||||||||||||
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.