carina finvest ltd share price Directors report


DIRECTORS REPORT

Members of Carina Finvest Ltd.

Your Directors present the 18th Annual Report together with the Audited Accounts of the Company for the year ended 31st March 2014.

FINANCIAL RESULTS :

Figures in Rs.

For The Year Ended

31st March 2014 31st March 2013
Profit / (Loss) before Interest and Depreciation 380,478 82,614,420
Less : Interest 0 0
Less : Depreciation 1.007,660 1,009.502
Profit/ (Loss) before Taxation -1,388,138 81,604,918
Less : Provision for Taxation 10,401 16,511,086
Profit / (Loss) after Taxation 1,398,539 65,093,832
Add : Profit brought forward 68,774,679 16.680,847
Amount available for appropriation 67,376,140 81,774,679
APPROPRIATIONS ;
Transfer to Special Reserve u/s 45IC of the RBI Act 0 13,000,000
Surplus carried to Balance Sheet 67,376,140 68,774,679

Dividend

Your Directors do not recommend payment of dividend on Equity Shares for the year ended 31st March 20124. (Previous Year Nil).

Financials

Your Company has earned a Gross income of Rs. 31,28,887/- (Previous year Rs. 29,69,406/-) during the year comprising of Interest, Dividend and Service Charges, company has a net toss after Tax of Rs. 13,98,539/- during the year. (Previous year Profit Rs. 6,50,93,832/-).

Fixed Deposits

The Company has not accepted any deposits from the public.

Particulars regarding Conservation of Energy, Technology Absorption and Foriegn Exchange Earnings and outgo

The information as required under Section 217 (1) (e) of the Companies Act, 1956, read with The Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 is not applicable.

PARTICULARS OF EMPLOYEES

The Company has no employees requiring disclosures pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

DIRECTORS

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of the Company Mr. H. B. Doshi, niwrlnr of the Company, retires by rotation and being eligible, offers himself tor re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2A) of the Companies Act , 1956 , the Directors confirm that,

a) in the preparation of the Annual Accounts, the appiicabie accounting standards have been followed.

b) Appropriate accounting policies have been selected and applied consistently and judgements and estimates made are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and the profit and loss account of the Company for that year.

c) Proper and sufficient care has been taken for maintaining adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) The Annual Accounts have been prepared on a going concern basis.

SECRETARIAL COMPLIANCE CERTIFICATE

A Secretarial Compliance Certificate pursuant to section 383 A of the Companies Act, 1956 is attached herewith as per Annexure A.

AUDITORS

You are requested to appoint auditors for the current year and authorise the board to fix their remuneration. The retiring auditors M/s Rajen T. Gala & Co., Chartered Accountants, being eligible offer themselves for re-oppointment.

ACKNOWLEDGEMENTS

Your Directors take this opportunity to place on record their sincere appreciation of the timely assistance and cooperation extended by the Companys Bankers and various Government Agencies / Bodies and look forward to receiving their continued support.

The Board of Directors also expresses its thanks to the shareholders for their support and confidence reposed in the Company.

On behalf of the Board of Directors

H. B. Doshi

Chairman

Place : Mumbai Date :4th August 2014

Registered Office :

Carina Finvest Ltd.

52, Maker Tower "F" Cuffe Parade, Mumbai 400 005.

ANNEXURE ATO DIRECTORS REPORT COMPLIANCE CERTIFICATE

To,

The Members, 52, 5"1 Floor, Maker Tower F, Cuffe Parade, Mumbai-400 005

CIN U67120MH1996FLC101364 Nominal Capital Rs 1,25,00,000/-

We have examined the registers, records, books and papers of M/s CARINA FINVEST LIMITED (the company) as required to be maintained under the Companies Act, 1956 (the Act) and rules made there under and also the provisions contained in the Memorandum and Articles of Association of the company for the financial year ended on 31st March 2014. In our opinion and to the best of our information and according to the examinations carried out by us and explanations furnished to us by the company, its officers, agents, we certify that in respect of the financial year ended on 31st March 2014:

1. The company has kept and maintained all the registers as stated in the Annexure "A" to this certificate, as per the provisions of the Act and the rules made there under and all the entries therein have been duly recorded.

2. The company has duly filed the forms and returns as stated in Annexure "B" to this certificate with the Registrar of Companies, Regional Director, Central Government, Company Law Board, or other authorities within the time prescribed under the Act and the rules made there under.

3. The company is a public limited company and has paid up capital of Rs 56,97,820/- (Rupees Fifty Six Lacs Ninety Seven Thousand Eight Hundred and Twenty) as on 31 st March 2014.

4. The Board of Directors duly met 4 times on 20th June 2013, 12th July 2013, 13th December 2013 and 28th February 2014 and in respect of such meetings proper notices were given and proceedings were properly recorded and signed.

5. The company has closed its register of members from 9th September 2013 to 17th September 2013 (Both days inclusive).

6. The Annual General Meeting for the financial year ended 31 * M arch 2013 was held on 17th September 2013 after giving due notice to the members of the company and the resolutions passed thereat were duly recorded in the Minutes book maintained for the purpose.

7. No extra ordinary general meeting was held during the financial year under review.

8. The company has not advanced any loans to its Directors or persons or firms or companies referred to under section 295 of the Act. However there is an outstanding balance of loans already granted to one company covered in the registered maintained under section 301 of the Act. The outstanding amount of loan aggregates to Rs. 45 lacs and the maximum amount outstanding during the year amounts to Rs. 60 lacs.

9. The company has duly complied with the provisions of section 297 of the Act in respect of contracts specified in that section.

10. The company has made necessary entries in the register maintained under section 301 of the Act.

11. As there were no instances falling within the purview of section 314 of the Act, the Company has not obtained any approvals from the Board of Directors, Members or the Central Govt..

12. The Board of Directors has approved the issue of duplicate share certificates.

13. During the financial year ended 31st March 2014:

(i) The company has delivered all the certificates on jadgement thereof for transfer/transmission or any other purpose in accordance with the provisions of the Act. The company has not made any allotment of securities during the financial year.

(ii) The company has not deposited any amount in a separate bank account as no dividend was declared during the financial year.

(iii) The company was not required to post warrants to any member of the company as no dividend was declared during the financial year.

(iv) The company has transferred the amounts in unpaid dividend account which have remained unclaimed or unpaid for a period of seven years to Investor Education and Protection Fund.

(v) The Company has duly complied with the requirements of section 217 of the Act.

14. The Board of Directors of the company is duly constituted. There was no appointment of Additional Directors, Alternate Directors and Directors to fill casual vacancies during the financial year ended March 31, 2014.

15. The company has not appointed any Managing Director I Whole time Director / Manager during the financial year.

16. The company has not made any appointment of sole selling agents during the year.

17. The company was not required to obtain any approvals of the Central Govt. Company Law Board, Regional Director, Registrar of Companies or such other authorities as may be prescribed under the various provisions of the Act during the financial year.

18. The Directors have disclosed their interest in other firms/companies to the Board of Directors pursuant to the provisions of the Act and the rules made there under.

19. The company has not issued any shares/debentures/other securities during the financial year.

20. The company has not bought back any shares during the financial year.

21. There was no redemption of preference shares/debentures during the financial year.

22. There was no transaction necessitating the company to keep in abeyance the right to dividend, rights shares and bonus shares pending registration of transfer of shares.

23. The company has not invited/accepted any deposits during the year under review and hence the question of complying with the provisions of Section 58A and 58AA read with the Companies (Acceptance of Deposits) Rules 1975/the applicable directions issued by the Reserve Bank of India/ any other authority in respect of deposits accepted including unsecured loans taken does not arise.

24. The amount borrowed by the company from directors, members, public, financial institutions, banks and others during the financial year ending 31st March 2014 is within the borrowing limits of the company.

25. The company has given loans and made investments in other bodies corporate in compliance with the provisions of section 372A and has made necessary entries in the register kept for that purpose.

26. The company has not altered the provisions of the Memorandum with respect to situation of the companys registered office from one state to another during the year under scrutiny.

27. The company has not altered the provisions of the Memorandum with respect to the objects of the company during the year under scrutiny.

28. The company has not altered the provisions of the Memorandum with respect to name of the company during the year under scrutiny.

29. The company has not altered the provisions of the Memorandum with respect to share capital of the company during the year under scrutiny.

30. The company has not altered any of the provisions of its Articles of Association during the year under scrutiny.

31. There were no prosecutions initiated against or show cause notices received by the company and no fines or penalties or any other penalties or punishments were imposed on the company during the financial year for any of the offences under the Act.

32. The company has not received any money as security from its employees during the year under certification.

33. The provisions of the Provident Fund Act are not applicable to the company.

Place : Mumbai Signature
Date: 4th August 2014 Name : BIPIN RAJE
CP No :6147

ANNEXURE A

(1) Register of Members u/s 150 of the Act

(2) Register of Directors shareholding u/s 307 of the Companies Act, 1956

(3) Register of Directors, Managing Director, Manager and Secretary u/s 303 of the Companies Act, 1956

(4) Books of accounts u/s 209

(5) Register of Particulars of Contracts in which Directors are interested u/s 301

(6) Register of Directors Attendance

(7) Minutes of the General Meetings and Board Meetings u/s 193 of the Act

(8) Register of charges u/s 143 of the Act

ANNEXURE B

Forms and Returns as filed by the Company with the Registrar of Companies, Maharashtra, Mumbai during the financial year ending on 31st March 2014

Sr No Form No/ Return Filed Under Section Purpose Date of Filing Whether filed in time* If delay in filing, whether with requisite late filing fees
1 Annual Return SRN Q21821244 159 Annual Return for the financial year ended 31, March 2013 31st October 2013 Yes NA
2 Balance Sheet SRN Q13882345 210 For the Year ended 31st March 2013 16th October 2013 Yes NA
3 Compliance certificate SRN Q12904512 383 A Compliance certificate for the year ended 31st March 2013 9th October 2013 Yes NA