Daulat Securities Ltd Directors Report.

TO

THE SHAREHOLDERS

The Board of Directors has pleasure in submitting the annual report together with Audited Financial Statements for the year ended 31st March 2020

FINANCIAL RESULTS FOR THE YEAR IS AS UNDER:

Rs.

Year ended 31.03.2020 Year ended 31.03.2019
Profit before Tax (1,07,08,548) (2,92,446)
Tax Expense: - -
(1) Current Tax 0 0
(2) Deferred Tax 30,235 28,642
(3) Earlier Years - 91,530
Profit for the Period (1,06,78,313) (1,72,274)
Earning per equity share: - -
(1) Basic (2.14) (0.03)
(2) Diluted (214) (0.03)

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis as required by the Securities and Exchange Board of India (Listing obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) is incorporated herein by reference and forms an integral part of this report.

DIVIDEND

Considering the losses incurred during the year under review the Board of Directors do not recommend any dividend for the year RESERVE : The board has not proposed any amount to be carried to reserves.

CHANGE IN NATURE OF BUSINESS

There is no change in the nature of the business of the Company during the year as compared to previous year.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

A report of Corporate Governance is included as a part of this Annual Report. Certificate from the Statutory Auditors of the company M/s P.D.Randar & Co Chartered Accountant confirming the compliance with the conditions of Corporate Governance in accordance with Listing Regulations are given separately in this Annual report

LISTING WITH STOCK EXCHANGES: The Company confirms that it has paid the Annual Listing Fees for the year 2020-21 to BSE and CSE where the Companys Shares are listed.

DEMATERIALISATION OF SHARES:

86.09% of the companys paid up equity share Capital is in dematerialized form as on 31st March, 2020 and balance 13.91% is in physical form. The Companys Registrar is M/s Maheshwari Datamatics Private Ltd. having their office at 23, R N Mukherjee Road, 5th Floor Kolkata-700001.

BOARD AND COMMITTEE MEETINGS

The Board of Director duly met 5(Five) times during the financial year from 1st April 2019 to 31st March 2020. The dates on which the meetings were held are as follows.

30th May, 2019, 14th August, 2019, 13th November, 2019, 07th February, 2020 and 6th March 2020.

At present, the Board of Directors has the following three Committees:

I. Audit Committee II Nomination & Remuneration Committee III Stakeholders Relationship Committee The details of composition of the Board, its various Committees, brief terms of reference, meetings held and attendance of the Directors are provided in the Corporate Governance Report.

BOARD EVALUATION

Your Company has laid down the process and criteria for Annual Performance Evaluation of the Board, its Committee and Individual Directors. In terms of the provisions of the Act and SEBI (LODR) Regulations, 2015, the Board of Directors carried out evaluation process of its own performance, its various committees and individual Directors. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Boards functioning. The criteria applied in the evaluation process are explained in the Corporate Governance Report. The Independent Directors met on 14-8-2019 and 13-11-2019 and reviewed the performance of the Board, its Committees and Individual Directors.

DIRECTORS:

a) Changes in Directors & Key Management Personnel

Mr. Ajit Kochar (DIN- 00933365) and Mrs.Vasudha Chhajer ( DIN - 05102531) retire by rotation and being eligible, offers themselves for reappointment.

Miss Yogita Sharma (M.No. A56093) has resigned as Compliance officer and Company Secretary (KMP), of the Company w.e.f. 4th June, 2019.

Miss Sneha Agarwal (M.No. 39077) has been appointed as Compliance officer and Company Secretary (KMP), of the Company w.e.f. 6th March 2020.

b) Declaration by Independent Directors and re-appointment, if any

All Independent Directors of Daulat Securities Limited do hereby declare that they have met the criteria of as provided in sub- section 6 of Section 149 of the Companies Act 2013. They hold the office for a term of five years and are eligible for re-appointment for next five years on passing of special resolution by the company.

c) Formal Annual Evaluation

Pursuant to the provisions of Companys Act 2013, the board has carried out an annual performance evaluation of its own performance, the directors individually as well as evaluation of working of its Audit, Nomination and Remuneration and Compliance Committees. Performance evaluation has been carried out as per nomination and remuneration policy

DIRECTORS RESPONSIBILITY STATEMENT:

Yours directors confirm that:

i) In the preparation of the annual accounts for the financial year ended 31st March, 2020, the applicable accounting standards have been followed along with the proper explanation relating to material departures;

ii) 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 the end of the financial year 31st March, 2019 and of the Profit/Loss of the Company for that period.

iii) 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,

iv) The Directors have prepared the annual accounts for the financial year ended 31st March 2020 on a going concern basis.

v) The Board has laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and are operating effectively.

vi) The Directors have devised proper system to ensure compliance with the provisions of all applicable laws and that such systems are adequate & operating effectively.

CONSERVATION OF ENERGY, TECHNOLOGYABSORPTION, AND FOREIGN EXCHANGE EARNING AND OUTGO:

A. CONSERVATION OF ENERGY : The operations of your Company are not energy-intensive. However, adequate measures have been initiated for conservation of energy.

B. TECHNOLOGY ABSORPTION : Not applicable in view of the nature of activities carried on by the Company.

C. EXCHANGE EARNING AND OUTGO : Foreign exchange earnings and outgo-NIL DEPOSIT: The Company has not accepted any deposits from public.

AUDIT OBSERVATIONS: Auditors observations are suitably explained in notes to the Accounts and are self explanatory AUDITORS:

Statutory Auditors

At the Annual General Meeting held on September 25, 2018, M/s. P.D..RANDAR & CO, Chartered Accountants, (Firm Registration No- 319295E) were appointed as Statutory Auditors of the Company to hold office till the conclusion of the Annual General Meeting to be held in the calendar year 2023.

The requirement for the annual ratification of Auditors appointment at the AGM has been omitted pursuant to Companies (Amendment) Act 2017 notified on 7th May 2018. The Auditors have given a confirmation to the effect that they are eligible to continue with their appointment and have not been disqualified in any manner from continuing as Statutory Auditor. All observations made in the Audit Report on Standalone Financial Statements are self-explanatory and do not call for any further comments under Section 134 of the Companies Act, 2013.

Secretarial Audit

According to the provision of section 204 of the Companies Act.2013 read with Rule 9 of the Companies(Appointment and Remuneration of Managerial Personnel ) Rules,2014, the Secretarial Audit Report submitted by Company Secretary in Practice in enclosed as a part of this report Annexure-A.

SHARE CAPITAL:

a) Issue of equity Shares with Differential rights

The Company has not issued any equity shares with differential rights as per details provided in rule 4 of Companies (Share Capital & Debentures), Rules 2014.

b) Issue of Sweat Equity Shares

The Company has not issued any Sweat equity shares as per details provided in rule 8(13) of Companies (Share Capital & Debentures), Rules 2014.

c) Issue of Employees Stock Options

The Company has not issued any Employee Stock Option as per details provided in rule 12(9) of Companies (Share Capital & Debentures), Rules 2014.

d) Provision of money by company for purchase of its own shares by employees or by trustees for the benefit of employees

The Company has not purchased its own shares either from employees or by trustees for the benefit of employees.

EXTRACT OF ANNUAL RETURN: Extract of Annual return is formed part of this report is annexed as MGT-9 in Annexure-B CORPORATE SOCIAL RESPONSIBILITY (CSR):

The disclosure as per rule 9 of companies (Corporate Social Responsibility policy) Rules 2014 will not be applicable as this company does not fall within the ambit of this section.

VIGIL MECHANISM:

The board has adopted the Whistle Blower Policy. The policy has provided a mechanism for directors, employees and other person dealing with the company to report to the chairman of the Audit Committee, any instance of unethical behavior, actual or suspected fraud or violation of code of conduct of the company.

PARTICULARS OF LOAN GURANTEES OR INVESTMENTS:

Detail of Loans and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

INTERNAL FINANCIAL CONTROL

The Company has adequate internal financial control procedures commensurate with its size and nature of business. The company has already carried out an audit on internal financial control by the third party. The statutory auditor has also commented on the internal financial control on financial reporting in their report RELATED PARTY TRANSACTION:

Related Party Transactions that were entered during the financial year were on an arms length basis and were in the ordinary course of business. There was no materially significant related party transaction with the Companys Promoters, Directors, Management or their relatives, which could have had a potential conflict with the interests of the Company. Transactions with related parties entered

by the Company are in the normal course of business activity. Detail of related party transaction provided separately in notes to accounts. The Board of Directors of the company has, on the recommendation of the Audit Committee, adopted a policy to regulate transaction between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the Listing Agreement. This Policy was considered and approved by the Board RISK MANAGEMENT POLICY:

The Company has been addressing various risks impacting the company and the policy of the Company on risk management is provided in Management Discussion and Analysis GENERAL DISCLOSURES:

Your Company complies with all the applicable Secretarial Standards issued by the Institute of Companies Secretaries of India.

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review.

1. No equity shares with differential rights as to dividend, voting or otherwise, or shares (including sweat equity shares) to employees of the Company under any scheme were issued.

2. No Deposits covered under Chapter V of the Act, were accepted.

3. No significant or material orders were passed by any regulatory authority or courts or tribunals impacting the going concern status and Companys operation in future.

ACKNOWLEDGEMENT

The Board expresses its deep gratitude and thanks to the Clients, Bankers, Associated staff and SEBI, Stock Exchange Employees & Depository and Shareholders/ Investors for their valuable contribution towards the progress of the Company.

Registered Office
86 Canning Street For and on behalf of the Board
Kolkata - 700001
Dated: 30-06-2020 JITENDRA KOCHAR
Place: Kolkata Managing Director