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Continental Securities Ltd Directors Report

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Oct 10, 2024|03:45:00 PM

Continental Securities Ltd Share Price directors Report

DIRECTORS REPORT

Dear Members,

Your Directors have pleasure in presenting the 34th Annual Report of your Company along with the Audited Financial Statement for the year ended March 31, 2024.

1. SUMMARY OF FINANCIAL RESULTS:

Following is the analysis of the standalone financial statements of the Company during the year under review:

(Rupees in Lacs
Particulars For the financial year ended 31st March, 2024 For the financial year ended 31st March, 2023
(Rs.) (Rs.)
Revenue from Operation including other income 158.07 125.16
Expenses excluding Depreciation 50.82 36.28
Depreciation and Amortization 3.43 4.40
Profit (Loss) Before Tax 103.81 84.49
Extraordinary items 0.48 0.00
Current Tax 27.86 22.07
Deferred Tax Adjustment 0.05 (0.11)
Profit (loss) After Tax 76.38 62.53
Net fixed assets 9.63 13.07
5hare capital 489.06 425.06
Reserve & Surplus Profit/(Loss) 697.12 319.73

2.Qperations

Your Company is registered as a Non-Banking Finance Company ("NBFC") to carry out the finance activities in India. In order to build a high-quality loan book, your company endeavors to adopt robust monitoring and recovery mechanism. Your company is always committed towards improving efficiency in all its processes and service levels for its customers.

3. Transfer to Reserves

"A sum of Rs. 18.30 lakhs has been transferred by company to reserve & surplus out of which Rs. 15.34 lakhs has been transferred to reserve fund as per guidelines prescribed by RBI and Rs. 2.96 lakhs has been transferred to reserve for standard assets as per RBI."

4. Dividend

Your directors have considered reinvesting the profits into the business of the Company in order to build a strong reserve base for the long-term growth of the Company.

Accordingly, no dividend has been recommended for the Financial Year ended March 31, 2024. In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ("SEBI LODR Regulations, 2015") the Board of Directors of the Company formulated and adopted the Dividend Distribution Policy as attached to this report ANNEXURE IV. The Policy is available on the website of the Company at link www.continentalsecuritiesltd.com .

5. Change in the nature of business (If any)

There has been no change in the line or nature of business that the Company is operating in during the year under review in financial year 2023-2024.

6. Information about subsidiary/ associate company:

During the year under review, the Company does not have any Subsidiaries, Joint Venture or Associate Companies.

7. SETTLEMENT WITH BANK OR FINANCIAL INSTITUTION

There was no instance of one-time settlement with any Bank or Financial Institution

8. Indian accounting standards:

The annexed financial statements for the Financial Year 2023-24 and corresponding figures for 2022-23 comply in all material aspects with the Indian Accounting Standards notified under section 133 of the Companies Act, 2013 (the Act), the Companies (Indian Accounting Standards) Rules, 2015 and other relevant provisions of the Act as modified from time to time.

9. Material changes and commitments/ details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future:

As on the date of this report, there are no material changes and commitments affecting the financial position of the company have occurred. No significant or material orders have been passed by the Regulators or Courts or Tribunals impacting thegoing concern status of the Company and/or the Companys operations in future.

10. Disclosure on secretarial standards by directors:

The company complies with all applicable Standards. The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively.

11. Directors* responsibility statement:

Pursuant to clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013 with respect to Directors Responsibility Statement it is confirmed that-

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

2. Such accounting policies have been selected and applied consistently and judgments and estimates have been made 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 the financial year and of the loss of the company for that period;

3. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of Companies Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

4. The annual accounts have been prepared on a going concern basis.

5. That internal financial control were laid down to be followed and that such internal financial controls were adequate and were operating effectively.

6. That proper system was devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

12. Share capital/ capital strueture:-

Authorized Capital

The company has Authorised capital of the company 10,00,00,000 divided into 5,00,00,000 shares having a face value 2/- Rs. each during the year.

Issued. Subscribed & Paid up Capital

The Company has Issued, Subscribed & Paid up Capital of 48,90,6000 divided into 2,44,53000 Equity shares having a Face value of Rs. 2/- each. The company has only one class of equity shares.

During the Year 2023-24, the company has made 50,00,000 Convertible Warrants into Equity Shares of the company, and 32,00,000 Warrants, convert into Equity Shares of the year ended 31.03.2024. Remaining 18,00,000 Convertible Warrants into Equity Shares in the Month of April 2024. And has not made any Sweat Equity Shares and employee stock option.

13. Listing of shares

Shares of company are listed on Bombay Stock Exchange and its scrip code is 538868 and ISIN No. INE183Q01020.

14. Compliance with secretarial standards on board and annual general meetings

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

15. Corporate insolvency resolution process initiated under the insolvency and bankruptcy code, 2016 (IBCl.

There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the period under review.

16. Audit and auditors

Statutory Auditors and Auditors Report

M/S R.P. Khandelwal & Associates, Chartered Accountants (Firm Registration No. 001795C) were Appointed Statutory Auditors of the company at 32nd Annual General Meeting for a period of five years i.e. till the conclusion of the 37th Annual General Meeting of the company. The Members are requested to note that the MCA vide notification dated May 7, 2018, inter- alia, notified an amendment to Sectionl39 (1) of the Act where by the requirement of placing appointment of the statutory auditors for ratification by the Members of the Company at everyAGM has been omitted. The Remuneration of the said Auditors is proposed to be fixed by the Board on the recommendation of Audit Committee. The said Auditor will be paid out of pocketexpenses in connection with the audit.

The Statutory Auditors have not made any adverse comments or given any qualification, reservation or adverse remarks or disclaimer in their Audit Report on the Financial Statementsfor Financial Year 2023-24 and the Report is self-explanatory. Further, the Statutory Auditors have not reported any fraud in terms of Sectionl43 (12) of the Act.

Secretarial Auditors and Secretarial Audit Report

Pursuant to provisions of Section 204 of the companies Act 2013, and the Rule 9 of the companies (Appointment and remuneration of managerial personnel) Rules, 2014, Every listed company is required to appoint a Secretarial Auditor to carry out Secretarial Audit of thecompany. In consonance with the requirements of aforementioned M/s Mahendra Khandelwal& Company, Company Secretaries in Practices, Jaipur (Registration No. S2001RJ047800) were appointed as Secretarial auditors of the company for the financial year 31st March 2024.

Secretarial Audit Report as issued by Mahendra Khandelwal & Company, Companies secretaries in practices, in respect of the secretarial audit of the company in form MR-3 for the financial year ended on 31st March 2024, is given in Annexure II to this Report.

Internal audit & internal financial control and its adequacy

The Audit Committee and Board of Directors have approved Internal Control frame work for the internal financial control to be followed by the Company and such policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, safe guarding of its assets prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial information and disclosures.

The Audit Committee periodically reviews and evaluates the effectiveness of internal financial control system. Pursuant to section 138 of company Act, 2013 read with companies (Audit and Auditors) Rules, 2014, every listed company is required to appoint an internal Auditor or afirm of internal Auditors to carry out internal Audit of the company.

M/s Ajay Khandelwal & Associates were appointed internal Auditors of the Company for theyear ended 31st March, 2024 under the provisions of Companies Act, 2013.

The Board has re-appointed M/S Ajay Khandelwal & Associates, Chartered Accountants, Jaipur (Firm Reg.No.012738C) as the internal Auditor of the company for the financial year2024-25.

The internal Audit Report is received yearly by the company and the same is reviewed andtaken on record by the Audit Committee and Board of Directors. The Yearly Internal Audit Report as received for the financial year 2023-24 is free from any Qualification.

17. Directors /key managerial personnel:

Independent Directors and their Declaration of Independence

The Board of the Company as on March 31, 2024 consisted of 4 directors out of which 2 are independent directors.

All Independent Directors have given declaration that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (1) (b) and 25 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. None of the Directors have any pecuniary relationship or transactions with the Company.

Composition of Board of Director as on 31st March 2024 and changes during the year

The Board of the Company as on March 31, 2024 consists of 4 directors out of which two are non-Executive independent directors, including one women director one is Whole Time Director and another is non- Executive director.

Re-Appointment of Directors Retiring by Rotation:

Pursuant to the provisions of Section 152 of the Act, Mr. Madan Lai Khandelwal (DIN 00414717), Chairman of the Company, Who retired and being eligible, were re-appointed with the approval of Members.

During the year under review:-

Mr. Suresh Kumar Gupta (DIN: 00217474), Mr. Vishnu Dusad (DIN:-03041606), Mrs. Ruchi Gupta (DIN: 06827155), resigned from the designation of Non-Executive Independent Director of the company w.e.f. 24/07/2023 due to complete their tenure.

Mr. Aayush Akar (DIN: 02204396, Mrs. Annu Sharma Khandelwal (DIN: 07562588) were appointed as Additional Non- Executive Independent Director of the company w.e.f. 24.07.2024. And with the approval of shareholder in AGM, both directors were appointed as Non- Executive Independent Directors

Mr. Jagdish Chandra Kedawat (DIN: -00151827) was appointed as the designation of Additional Non -Executive Independent Director of the company w.e.f. 24.07.2023, and Resigned due to personal reasons w.e.f. 06.112023.

Key Managerial Personnel Changes in the composition of Key Managerial Personnel (other than Board of Directors):

No changes in KMPs during the year. Pursuant to the provisions of section 203 of the Companies Act, 2013 read with the rules madethereunder,thefollowingarethekeymanagerialpersonnelofthecompany:

Mr. HemantGupta, (Chief Financial Officer)

Mrs. Pravita Khandelwal, (Company Secretary and compliance officer)

18. Committee details

The Boards of Directors of the Company has constituted various Committees in Compliances with the Provision of the Companies and SEBI listing Regulations, such as Audit Committee, Nomination and Remuneration Committee, Shareholder Relationship Committee.

All Decision pertaining to the constitution of the Committees, appointment of members and fixing of the terms of reference/role of the committees are taken by the Board of Directors.

Audit Committee

The Audit Committee comprises of Independent Directors namely Mr. Aayush Akar (DIN: 02204396 (non-Executive Independent Director and Chairman), Mrs. Annu Sharma Khandelwal (DIN: 07562588) (non-Executivelndependent Director) and Shri Madan lal khandelwal(DIN:00414717) (Non-Executive Director) as other Members.

All the recommendations made by the Audit Committee were accepted by the Board.

Nomination and Remuneration Committee

The Nomination and Remuneration comprises of Independent Directors namely Mr. Aayush Akar (DIN: 02204396 (non-Executive Independent Director and Chairman), Mrs. Annu Sharma Khandelwal (DIN: 07562588) (non-Executive Independent Director) and Shri Madan lal khandelwal(DIN:00414717) (Non-Executive Director) as other Members.

All the recommendations made by the Nomination and Remuneration Committee were accepted by the Board. Stakeholders Relationship Committee

Stake holders Relationship Committee comprises of Independent Directors namely Mr. Aayush Akar (DIN: 02204396 (non-Executivelndependent Director and Chairman), Mrs. Annu Sharma Khandelwal (DIN: 07562588) (non-Executive Independent Director) and Shri Madan lal khandelwal (DIN:00414717) (Non-Executive Director) as other Members. The Committee administers transfer and transmission of shares, Issue of duplicate certificates, change of status of members, change of name, transposition, sub-division of share certificates, consolidation of shares, dematerialization/ of shares and resolves the grievances of various security holders of the Company. Committee meets time to time as as per its requirements. The Committee facilitates prompt and effective redressal of stakeholder/investorscomplaints-

"Number of complaints received- NIL

"Numberofcomplaintssolvedtothesatisfactionofshare holders-NIL

"Number of pending share transfers- NIL

Asat 31st March,2024. Noshares were pending for transfer.

19. Riskmanagement framework

Company has implemented an integrated risk management approach through which it reviews and assesses significant risk on a regular basis to ensure that there is a robust system of risk controls and mitigation. Management periodically review the risk management. The management however, of the view that no risk element is identified which in opinion of the board may threaten the existence of the company.

Company considers that risk is an integral part of its business and therefore, it takes proper steps to manage all risks in a proactive and efficient manner. The Board has formed a Risk Management Committee to identify the risks impacting the business, formulate strategies/policies aimed at risk mitigation as part of risk management.

The Risk Management Committeeofthe Company monitors and reviews the risk management plan of the Company, in accordance with the Risk Management Policy of the Company. Risk managemet committee comprises of Independent Directors namely Mr. Aayush Akar (DIN: 02204396 (non-Executive Independent Director and Chairman), Mrs. Annu Sharma Khandelwal (DIN: 07562588) (non-Executive Independent Director) and Shri Madan lal khandelwal (DIN:00414717) (Non-Exective Director) as other Members.

20. Vigil mechanism/whistle blowerpolicv

In Accordance of Sectionl77 of the Companies act, 2013, and in terms of the Listing Regulations with the Stock Exchange the Company has constituted a Whistle Blower policy/ Vigil Mechanism to establish a vigil mechanism for the Directors and employees to report genuine concerns in such manner as may be prescribed and to report to the management instances of unethical behavior, actual or suspected fraud or violation of companys code of conduct.

21. Meetings

During the financial year 2023-24, following meetings were convened:

Board Meetings:-

Minimum four Board meetings are held annually. Additional Board Meeting are convened by giving appropriate notice to address the companys specific needs. In case of business exigencies or urgency of matters. Resolutions are passed by circulation.

During the Financial Year 2023-24,11 (Eleven) Board Meetings were convened and held. The Board met Eleven times during the year 2023-24 viz.

All Directors were present in all the Board Meetings convened by the company.

Meeting No. Date of Board Meeting Boards strength No. of Directors present
1 April 19, 2023 5 5
2 May 10, 2023 5 5
3 May 29, 2023 5 5
4 July 05, 2023 5 5
5 July 24,2023 5 5
6 August 28, 2023 5 5
7 November 06, 2023 4 4
8 February 06, 2024 4 4
9 March 13, 2024 4 4
10 March 20, 2024 4 4
11 March 23, 2024 4 4

The intervening gap between the Board Meetings was with in the period prescribed underthe Act and SEBI LODR Regulations.

Audit Committee Meetings:-

During the financial year 2023-24, 04 (Four) Committee meeting were held.

All the members were present in all Audit Committee Meetings convened by the company.

Meeting No. Date of Audit committee Meeting Members strength No. of Members present
1 May 29, 2023 3 3
2 July 24, 2023 3 3
3 November 06, 2023 3 3
4 February 06, 2024 3 3

Nomination & Remuneration Committee Meetings:-

During the financial year 2023-24, 02 (Two) Committee meeting were held.

All the members were present in all Nomination & Remuneration Committee Meetings convened by the company.

1. Meeting no. 01/2023-24 held on July 24, 2023;

2. Meeting no. 02/2023-24 held on November 06, 2023.

Independent Directors Meeting:-

During the year under reference Two meeting of Independent directors was held in compliance with the requirement of Schedule IV of the Companies Act, 2013. At the said meeting Appointment and Resignation of Independent Directors, performance of non-independent Directors, Board as a whole and Chairman of the Company was reviewed.

The Institute of corporate affairs serve data bank for independent director in accordance with the provision of sectionl50ofthecompaniesact2013.

During the financial year 2023-24, 02 (Two) Committee meeting were held.

All the members were present in all Independent Directors Meeting convened by the company.

1. Meeting no. 01/2023-24 held on July 24, 2023;

2. Meeting no. 02/2023-24 held on November 06, 2023.

Stakeholder Relationships Committee Meeting:-

During the financial year 2023-24, 01 (One) Committee meeting were held,

All the members were present in all Stakeholder Relationships Committee Meeting convened by the company.

1. Meeting no. 01/2023-24 held on August 28,2023.

Members Meetings:-

During the financial year 2023-24, 02 (Two) meeting were held. One is Extra-ordinary General Meetings , and another is Annual General meeting.

1. Meeting no. 01/2023-24 held on June 03, 2023; (EGM)

Numbers of members voted -35 Members.

2. Meeting no. 02/2023-24 held on September 20, 2023. (AGM)

Numbers of members voted -32 Members.

22. Performance evaluation of the board, committees and individual directors

The Evaluation/assessment of Directors (Board as a whole)) , KMPs , and Independent Directors, Senior Officials, Committees of the company is conducted on an Annual basis to satisfy the requirements of the companies Act 2013 and SEBI (LODR) LISTING OBLIGATION AND DISCLOSURE REQUIREMENTS, Regulation, 2015

Evaluations Parameters:

1. Assess & Robust implement policies and structures, procedures.

2. Development of suitable strategies and business plans at appropriate time and itseffectiveness.

3. Communication of expectations & concerns clearly with subordinates.

4. Exercise of objective independent judgment in the best interest of the company.

5. Over sight off financial reporting process, including internal controls.

6. Discharge of functions and duties as per the terms of reference.

7. Review managements succession plan & effective meetings.

8. Clearly defining roles & monitoring activities of committees.

9. Review of corporations and ethical conduct.

10. Obtain adequate, relevant &Timely information from external sources.

23. Disclosure under the sexual harassment of women at workplace (prevention, prohibition and redressal) act, 2013

The Company has in place an appropriate Policy on Prevention of Sexual Harassment of Women at Workplace in accordance with the provisions of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, to prevent sexual harassment of its employees. During the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

24. Details of establishment of vigil mechanism for directors and employees:

The company has established a vigil mechanism for grievances redressal of director and employees of the company which will help in reporting genuine concerns or grievances of directors and employees.

25. Nomination and remuneration policy

The Nomination & Remuneration Committee of the Board of Directors is responsible for recommending the appointment of the Directors and senior management to the Board of Directors of the Company. The Company has in place a Nomination and Remuneration Policy containing the criteria for determining qualifications, positive attributes and independence of a Director and policy relating to the remuneration for the Directors, Key Managerial Personnel and senior management personnel of the Company. The committee also postulates the methodology for effective evaluation of the performance of Individual Directors, committees of the Board and the Board as a whole which should be carried out by the Board, committee or by an independent external agency and review its implementation and compliance. The Nomination and Remuneration Policy is available on the Companys website at www.continentalsecuritiesltd.com.

26. Related partvtransactions

Related Party Transactions entered in to during the Financial Year were on arms length and in the ordinary course of business. There were no materially significant related party transactions made by the Company with the persons /related party(s) as defined under Section 2(76) of the Companies Act, 2013 which may have a potential conflict with the interestof the Company at large. All Related Party Transactions were placed before the Audit Committee and the Board for approval. None of the Directors has any pecuniary relationship or transactions with the Company. The particulars of contracts or arrangements with related parties as required under Sectionl34 (3) (h) in prescribed Form AOC-2 are annexed here withas Annexure III to the Boards Report.

27. Management discussion and analysis

The financial year 2023-24 was a year of satisfactory performance by the Company. Highlights of Companys performance are covered in detail in the Management Discussion and Analysis Report (MDA), Pursuant to Regulation 34 of SEBI (ListingObligation and Disclosure Requirements) Regulation 2015, is annexed herewith part to this Report.

28. Human Resources Management

We firmly believe that employee motivation, development and engagement are key aspect of good human resource management. We provide several forums and communication channels for our employees to not only share their point of view and feedback related to our business, but also share feedback self-development and career advancement. These forums have helped us to identify and implement a number of structural changes during the year under review.

29. Other disclosures and statutory information

Policies and code adopted by the Company

The Board of Directors has from time to time framed and approved policies as required by the SEBI LODR Regulations as well as under the Companies Act, 2013. These policies will be reviewed by the Board at periodic intervals.

A. Code of conduct for prevention of insider trading in companys securities

B. Code for disclosure of unpublished price sensitive information.

C. Policy on related party transactions.

D. Code of conduct for directors and senior management personnel.

E. Whistle blower policy.

Your Company has formulated Code of Conduct for Prevention of Insider Trading in Companys Securities ("Code") in accordance with SEBI (Prohibition of Insider Trading) Regulations, 2015,as amended. The objective of this Code is to protect the interest of Share holders at large, to prevent mis use of any price sensitive information and to preventany insider trading activity byway of dealing in securities of the Company by its Designated Persons. Mrs. Pravita Khandelwal, Company Secretary and Compliance Officer of the Company is authorized to act as Compliance Officer under the Code. Further the Company has maintained a Structural Digital Database (SDD) pursuant to provisions of regulations 3 (5) and (6) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

30. Corporate social responsibility (CSR):

As the Company does not fall under the class of companies as prescribed under Section 135 of Companies Act, 2013 and Rules made there under, therefore the provisions related to Corporate Social Responsibility is not applicable to the Company.

31. Particulars of loans, guarantees or investments under section 186:

Pursuant to Section 186 (11) of the Companies Act, 2013, loans made, guarantees given orsecurities provided or acquisition of securities by a Non-Banking Finance company in the ordinary course of its business are exempted from disclosure in the Boards Report.

32. Annual return

Pursuant to the provisions of Section 134(3) and Section 92(3) of the Act, read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014 the Annual Return as on March 31, 2024 is available on the website of the Company and can be accessed at www. continentalsecuritiesltd.com /investor-relations /annual-reports.

33. Noticesreceived/penaltvimposed- nil

34. Failuretoimplementanvcorporateaction-nil

35. Certificate of non- disqualification of directors

None of the Directors have any pecuniary relationship or transactions with the Company. None of the Directors of the Company are related to each other and have confirmed that they are not disqualified from being appointed as Directors in terms of Sectionl64 of the Act and are not debarred from holding the office of Director by virtue of any SEBI order or any other such authority.

Your Company has obtained a certificate from a Company Secretary in practice confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of companies by Securities Exchange Board of India ("SEBI")/Ministry of Corporate Aairs ("MCA") or any such statutory authority. The same forms part of this Annual Report.

36. Deposits

As a Non-deposit taking (NBFC) Finance Company, your Company has not solicited, accepted or renewed any fixed deposits from the public, as defined in Chapter V of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014. Therefore, the disclosure in terms of RBI Master Directions is not required.

37. Outlook on NBFCs

India has been witnessing good growth in consumer leading in recent years and NBFCShave been growing this business much better than banks. NBFCS are here to stay and play an important role in economic growth and financial inclusion. As Indias economy grows, the requirement for credit will rise more than proportionately. We need both banks and NBFCs to step up to the challenge and power the economy with free-flowing credit lines.

38. RBI guidelines

During the year, there were no frauds have been reported by the Company. The Company has continued to follow all applicable guidelines issued by the Reserve bank of India for NBFCs regarding Capital Adequacy, Asset Classification, and provisioning and income recognition on non-performing asset as applicable to category of NBFCs not accepting Public Deposits, and the company has received NIL complains from the customer as per RBI guidelines.

39. Deposits from directors

During the financial year 2023-24, Company has not borrowed any amount from its Directors.

40. Particulars of conservation of energy, technology absorption, foreign exchange earnings and out Go

Conservation of energy-

1. The steps taken or impact on conservation of energy; The operations of Company are not energy intensive.

2. The steps taken by the company for utilizing alternate sources of energy; The Company is exploring alternative source of energy, as and when the necessity arises

3. the capital investment on energy conservation equipment: NIL Technology absorption-

The efforts made towards technology absorption.

1. The minimum technology required for the business has been absorbed

2. The benefits derived like product improvement, cost reduction, product development orimport substitution: NIL

3. In case of imported technology; Not applicable

4. The expenditure incurred on Research and Development: NIL Foreign exchange earnings and outgo-

The Foreign Exchange earned in terms of actual inflows during the year and the Foreign Exchange out go during the year in terms of actual outflows.: NIL

41. Disclosures of Directors and Key Managerial Personnel on Remuneration

s. No Name of Director/KMPand its Designation Remuneration(or Sitting Fees)to the Director/KMP for the Financial Year 2023-24 Percentage Increase/ Decrease in remuneration in the Financial Year 2023-24
1. Mr.M.L. Khandelwal (Chairman) 8250.00 0.00
2. Mr. Rajesh Khuteta 9,08,250.00 0.00
3. Mr. Vishnu Dusad (Non-Executive Independent Director) (Resigned w.e.f. 24.07.2023) 3000.00 0.00
4. Mr. Suresh Kumar Gupta (Non-Executive Independent Director) (Resigned w.e.f. 24.07.2023) 3000.00 0.00
5. Mrs. Ruchi Gupta (Non-Executive Independent Director) (Resigned w.e.f. 24.07.2023) 3000.00 0.00
6. Mrs. Pravita Khandelwal (Company Secretary and complaince officer) 2,70,000.00 0.00
7. Mr. Hemant Gupta (Chief Financial Officer) 2,40,000.00 0.00
8. Mr. Aayush Akar (Non-Executive Independent Director) (Appointed w.e.f. 24.07.2024) 5250.00 0.00
9. Mrs. Annu Sharma Khandelwal (Non-Executive Independent Director) (Appointed w.e.f. 24.07.2024) 5250.00 0.00
10 Mr. Jagdish Chandra Kedawat (Non-Executive Independent Director) (Resigned w.e.f. 06.11.2023) 1500.00 0.00

42. Remuneration of non-executive / executive directors

Details pertaining to remuneration as required under Sectionl97 (12) of the companies act,2013 read with Rule5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) 2014:

* Only sitting fee is paid to Independent and non-executive Directors.

I. The number of employees on the roll of the company are Three.

ii. The Median Remuneration of Employees (MRE) of the Company is Rupees 2,91,000.00. MRE of the year is increased by 6.60% compared to previous year.

There is no variable component in remuneration of Directors of the Company.

The ratio of the remuneration of the highest paid director to that of the employees who are not Directors but receive remuneration in excess of the highest paid director during the year -None.

It is here by affirmed that the remuneration paid is as per the remuneration policy of the company.

43. Acknowledgements and appreciation

The Board of Directors extends their gratitude for the valuable guidance and support received from all stakeholders of the Company, including the Reserve Bank of India, Ministry of Corporate Aairs, Securities and Exchange Board of India, Stock Exchanges i.e Bombay Stock Exchange (BSE), and other regulatory authorities.

They also acknowledge the support of bankers, lenders, financial institutions, members. National Securities Depository Limited, Central Depository Services (India) Limited, and customers of the Company for their continued trust and support.

Additionally, the Directors thankful to the Senior Management team. Employees, KMPs of the Company, which contributed to the excellent performance of the Company during the Financial Year.

Date: 24.08.2024

For and on Behalf of the Board of Directors

Place: Jaipur

Continental Securities Limited

Sd/- Sd/-
Rajesh Khuteta Madan Lai Khandelwal
Director Director
Regd. Office: 301, Metro Plaza, DIN>00167672 DIN >00414717
Gopalbari, Jaipur, Rajasthan 302001
Cl N :-L67120RJ 1990PLC005371
E-MAI L:-www.continentalsecuritieslimited@gmail.com
Tel.-0141-2943037, website-www.continentalsecuritiesltd.com

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  • Pay 20% upfront margin of the transaction value to trade in cash market segment.
  • Investors may please refer to the Exchange’s Frequently Asked Questions (FAQs) issued vide circular reference NSE/INSP/45191 dated July 31, 2020 and NSE/INSP/45534 dated August 31, 2020 and other guidelines issued from time to time in this regard.
  • Check your Securities / MF / Bonds in the consolidated account statement issued by NSDL/CDSL every month.
  • Prevent Unauthorized Transactions in your demat / trading account Update your Mobile Number/ email Id with your stock broker / Depository Participant. Receive information of your transactions directly from Exchanges on your mobile / email at the end of day and alerts on your registered mobile for all debits and other important transactions in your demat account directly from NSDL/ CDSL on the same day.” – Issued in the interest of investors.
  • KYC is one time exercise while dealing in securities markets – once KYC is done through a SEBI registered intermediary (broker, DP, Mutual Fund etc.), you need not undergo the same process again when you approach another intermediary.
  • No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorise your bank to make payment in case of allotment. No worries for refund as the money remains in investor’s account.

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RISK DISCLOSURE ON DERIVATIVES

  • 9 out of 10 individual traders in equity Futures and Options Segment, incurred net losses.
  • On an average, loss makers registered net trading loss close to Rs. 50,000.
  • Over and above the net trading losses incurred, loss makers expended an additional 28% of net trading losses as transaction costs.
  • Those making net trading profits, incurred between 15% to 50% of such profits as transaction cost.
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