To,
The Members of
GLOBE MULTI VENTURES LIMITED
(Formerly known as GLOBE COMMERCIALS LIMITED)
Your Directors are pleased to present the 38th Annual Report on the business
and operations of the Company, together with the Audited Financial Statements for the
financial year ended 31st March, 2023.
1. FINANCIAL RESULTS
The Companys financial results for the financial year ended on the 31st
March, 2023 are as under:
| Particulars |
For The Year Ended |
|
31st March 2023 |
31st March 2022 |
|
(Rs.in Lakhs) |
(Rs. in Lakhs) |
| Total Revenue |
13,975.96 |
10,261.02 |
| Total Expenses |
13,650.22 |
10,121.96 |
| Profit Before Tax & Extraordinary Item |
325.73 |
139.06 |
| Less: (a) Extraordinary Item |
-- |
- |
| (b) Tax Expenses (Current Tax) |
87.95 |
38.24 |
| (c) Deferred Tax |
-- |
- |
| Profit/(Loss) for the period from continuing operations |
237.79 |
100.82 |
2. OPERATIONS
The Company has reported total revenues of Rs.13,971.63 lakhs for the year under review
as against Rs.10,256.68 lakhs previous year registering the growth of 36.22% over the
previous year. Net profit after tax has been reported at Rs.237.79 lakhs for the year
2022-23 as against Rs.100.82 lakhs previous year representing growth in profit at 135.85%
over the previous year.
3. DIVIDEND
The management believes that the profits earned during the financial year must be
retained and redeployed for the operations of the Company. As the Company needs further
funds to enhance its business operations, to upgrade the efficiency and to meet out the
deficiencies in working capital, the Directors do not recommend any dividend on Equity
Shares for the financial year 2022-23.
4. RESERVERS AND SURPLUS:
During the year company has transferred an amount of Rs.237.79 lakhs to the reserves
and surplus for meeting business growth needs and working capital needs of the company
during the years to come.
5. FUTURE OUTLOOK:
Your Director take immense pleasure in reporting splendid performance and growth in
business of the company over a period of two years 2021-22 and 2022-23. The company
started new business of Agri commodities and E-commerce solutions just two years back, it
has come out with good growth in just two years period while establishing fastest net work
of dealers and distributors across Telangan and Andhra Pradesh States.
The Company is currently engaged in business of processing, marketing, selling,
distribution or otherwise dealing in Agri commodities such as pulses, cereals, corn,
wheat, rice, etc., and e-commerce solutions. The Board of Directors of the company
envisages expansion of the business by extending the presence in the other Southern States
viz., Karnataka, Tamil Nadu and Kerala, acquisition of necessary lands either on lease or
outright purchase for embarking on forming of agricultural produce and setting up of one
or two processing units in southern India. Further, the Board of Directors also envisages
expansion of the business to some of the Northern states of India so to say Maharashtra
initially and other states there after phase wise.
Further, the Board of Directors also envisages to explore different avenues to expand
its business through agreements, contacts, acquisitions, joint ventures, other strategic
alliances to broad-base the business interests in the agricultural and e-commerce
solutions with a special focus on new age businesses opportunities and possibilities and
obviously company need funds for all these plans and activities. Therefore, considering
the growth and expansion plans of the company, the Board of Directors have decided at the
Board Meeting held on 4th September, 2023 to raise required funds to the tune
of Rs.250 crores (Two Hundred and fifty crores only) for investment in future growth plans
and operations and to enhance financial resources, through various options by way of
issuance of securities, convertible instruments, FCCB, QIP/Preferential Allotment/GDR.
Further to report that the company has rewarded the shareholders with Bonus Issue of
shares in the ratio of 1:1 during the year 2022-23. Going forward with growth plans and
growth strategies on hand board of Directors are confident of the multiple growth in near
future and come out with many more happy news and events to ward the shareholders of the
company with optimum returns on equity coupled with sizable capital appreciation.
5. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) APPOINTED / RESIGNED
The members of the Board of Directors along with the details of the Key Managerial
Personnel (KMP) appointed or resigned is as follows:
| S. No. Director/KMP |
DIN/PAN |
Designation |
Date of appointment |
Date of resignation |
| 1. Sivalenka Kameswari |
00412669 |
Whole-time Director, Executive Non Independent Director |
03.06.2021 |
|
| 2. Satya Murthy Sivalenka |
00412609 |
Non Executive & Non Independent Director |
03.06.2021 |
|
| 3. Mallikarjunan Venkatraman |
08693383 |
Non Executive & Independent Director |
07.02.2020 |
|
| 4. Venkat Raman Ayinam |
08693362 |
Non Executive & Independent Director |
07.02.2020 |
|
| 5. Sanjay N arayan J adhav |
ACNPJ1929Q |
CFO |
23.04.2019 |
|
| 6. Gayatri Asnani |
CPZPA2218A |
Company Secretary cum Compliance Officer |
14.12.2022 |
|
6. NUMBER OF BOARD MEETINGS:
The Board of Directors met Five (6) times during the financial year, on 10.10.2022,
14.11.2022, 30.11.2022, 14.12.2022, 24.01.2023 and 14.12.2023. The maximum time gap
between any two meetings was less than four months. The agenda for each meeting is
prepared well in advance, along with explanatory notes wherever required and distributed
to all Directors.
| Name of Director |
Category |
No. of Meetings Held |
No. of Meetings Attend ed |
Whether Attend ed Last AGM |
No. of Committee Memberships |
No. of Committee Chairmanships |
| Sivalenka Kameswari |
Whole-time Director, Executive Non Independent Director |
6 |
6 |
yes |
4 |
4 |
| Satya Murthy Sivalenka |
Non Executive & Non Independent Director |
6 |
6 |
Yes |
4 |
4 |
| Mallikarjunan Venkatraman |
Non Executive & Independent Director |
6 |
6 |
Yes |
4 |
4 |
| Venkat Raman Ayinam |
Non Executive & Independent Director |
6 |
6 |
Yes |
4 |
4 |
| Sanjay Narayan Jadhav |
CFO |
|
|
|
|
|
7. DECLARATION GIVEN BY INDEPENDENT DIRECTOR
The Company has received declarations from all the Independent Directors of the Company
confirming that they met with the criteria of independence as prescribed under sub-section
(6) of Section 149 of the Companies Act, 2013.
8. BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, the Board has carried out annual
performance evaluation of its own performance, as well as the evaluation of the working of
its Audit, Nomination & Remuneration Committees.
9. DIRECTORS APPOINTMENT AND REMUNERATION POLICY
The Board has, on the recommendation of the Nomination & Remuneration Committee
framed and adopted a policy for selection and appointment of Directors, Key Managerial
Personnel, Senior Management and their remuneration.
11. SECRETARIAL AUDITOR
Mr. S.V.N. Charyulu, Company Secretary in Practice conducted the Secretarial Audit for
the financial year 2022-23. The Secretarial Audit Report for the financial year ended 31st
March, 2023 is annexed herewith as Annexure-A which forms a part of this Report.
The Secretarial Audit Report for the financial year ended 31st March, 2023
contains certain qualifications and clarification by the Board are as follows:
Observation: The Company did not have any Internal Auditor as required under Section
138 of the Companies Act, 2013 during the period under review;
Clarification: The Company had tried to find an internal auditor for the financial year
2022-23, however could not find a suitable person. The management will comply the same for
the next financial year.
Observation: Mr. Venkat Raman Ayinam was appointed as Additional Director having sub-
category of Independent on 7th February, 2020 where as he was not registered
with the data bank of Independent Directors as required under Section 150 of the Companies
Act, 2013;
Clarification: We will comply the same within due course
Observation: The Company has not published the notice of Book closure in the newspaper
as required under Section 91(1) of the Companies Act, 2013;
Clarification: It was inadvertently missed the compliance. The Company will take are of
the same in the future.
The management of the Company assure you to comply all the provisions of the applicable
law in true spirit in future and is under process of making all the default good.
12. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT U/S 186
The Company has not given loans or provide guarantee or make investment during the
financial year 2022-23 which are disclosed in the Balance Sheet as at 31.03.2023.
13. PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES U/S 188(1)
The Company did not enter into a contract or transaction which would fall under the
purview of Section 188.
14. COMPANIES WHICH HAVE BECOME OR CEASEED TO BE SUBSIDIARIES, JOINT VENTURES OR
ASSOCIATES FOR THE COMPANY
The Company did not have any subsidiary, joint venture or associate company during the
financial year.
15. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There has been no material change or commitment, affecting the financial position of
the Company which have occurred between March 31, 2023 and the date of this report.
16. COMPOSITION OF COMMITTEES OF BOARD AS ON 31.03.2023
A) The composition of Audit committee of the Company is as follow:
| S. No. Name of Member |
Designation |
| 1. Mrs. Sivalenka Kameswari |
Chairperson |
| 2. Mr.Venkat Raman Ayinam |
Member |
| 3. Mr. Satya Murthy Sivalenka |
Member |
B) The composition of Nomination & Remuneration committee of the Company is as
follow:
| S. No. Name of Member |
Designation |
| 1. Mr.Venkat Raman Ayinam |
Chairman |
| 2. Mr. Satya Murthy Sivalenka |
Member |
| 3. Mr. Mallikarjunan Venkatraman |
Member |
C) The composition of Stakeholder Grievance committee of the Company is as follow:
| S. No. Name of Member |
Designation |
| 1. Mr.Venkat Raman Ayinam |
Chairman |
| 2. Mr. Satya Murthy Sivalenka |
Member |
| 3. Mrs. Sivalenka Kameswari |
Member |
17. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There was no such order passed against the company during the year.
18. PARTICULARS OF EMPLOYEES
Information pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is
available at the registered office of the Company. The members may obtain the same.
19. DISCLOSURE UNDER RULE 5 (2) & (3) OF THE COMPANIES (APPOINTMENT AND
REMUNERATION) RULES, 2014
No directors/employees of the Company was in receipt of amount exceeding a salary of
Rs.5,00,000/- per month or Rs. 60,00,000/- per annum or more when employed for whole of
the year, under the provisions of Rule 5 (2) & (3) of The Companies (Appointment and
Remuneration) Rules, 2014.
20. BUSINESS RISK MANAGEMENT
The prospects for the Companys business are dependent upon economic and industrial
growth as well as resources available for implementation of liberalization policies of the
Government. Adverse changes and delays or lack of funds can affect the business prospects
of the Industry and the Company.
Risk Management is an integral part of the Companys business strategy. The Risk
Management assesment structure includes Committees of the Board and Senior Management
Committees. The company is the process of Risk Management Committee of the Board which
will ("RMC") reviews compliance with risk policies, monitors risk tolerance
limits, reviews and analyzes risk exposure related to specific issues and provides
oversight of risk across the organization. The RMC nurtures a healthy and independent risk
management function to inculcate a strong risk management culture in the Company.
As part of the Risk Management framework, the management of Credit Risk, Market Risk,
Operational Risk and Fraud Risk are placed under the Head-Risk, to ensure Integrated Risk
Management for various Risks.
21. INTERNAL CONTROL SYSTEMS
The Companys internal control system is designed to ensure operational efficiency,
protection and conservation of resources, accuracy and promptness in financial reporting
and compliance with laws and regulations. The internal control system is supported by an
internal audit process for reviewing the adequacy and efficacy of the Companys internal
controls, including its systems and processes and compliance with regulations and
procedures.
Audit Committee of the Board reviews periodically the adequacy and effectiveness of the
internal controls in the Company. The Companys internal control system is commensurate
with the size, nature and operations of the Company.
22. VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has got in place vigil mechanism during the financial year. The Board of
Directors are under discussion to derive a mechanism through which fraud risk, including
corrective and remedial actions as regards people and processes can be determined and
implemented.
23. HUMAN RESOURCES
The Company recognizes people as its most valuable asset and it has built an open,
transparent and meritocratic culture to nurture this asset. The Company has kept a sharp
focus on Employee Engagement. The Companys Human Resources is commensurate with the size,
nature and operations of the Company.
24. CORPORATE SOCIAL RESPONSIBILITY
The Company is not eligible for CSR as per provisions of Section 135 of the Companies
Act, 2013.
25. COMPLIANCE
The Company has complied with all applicable provisions of the Companies Act, 2013 and
the listing agreement executed with the Stock Exchanges and other applicable rules/
regulation/ guidelines issued by the SEBI from time to time.
26. DEPOSITS
The Company has neither invited nor accepted any deposits from the public during the
year. There is no unclaimed or unpaid deposit lying with the Company.
27. ANNUAL RETURN
The Annual Return of the Company is placed at its website: www.globecommercialsltd.com.
28. LISTING OF SHARES
The Shares of the Company are listed in following stock exchange:
• BSE Ltd
• Metropolitan Stock Exchange of India Ltd
29. DEMATERIALIZATION OF SHARES
As on 31.03.2023 a total of 58,25,440 equity shares representing 95.98% of the equity
share capital have been dematerialized.
30. CORPORATE GOVERNANCE
Corporate Governance provisions i.e. Regulation 17 to 27 and clause (b) to (i) of sub-
regulation (2) of Regulation 46 and Para C to E of Schedule V of the SEBI (Listing
Obligations and Disclosure Requirements) Regulation, 2015 are not mandatory in respect of
the Companies having paid up equity share capital not exceeding Rs. 10.00 crores and
net-worth not exceeding Rs. 25.00 crores as on the last day of the previous financial
year. The Companys paid up equity share capital as on 31.03.2023 is Rs. 6.002 crores
which is less than Rs. 10.00 crores and the Net-worth is Rs. 944.77 which is less Rs.
25.00 crores.
31. REPORT UNDER THE PREVENTION OF SEXUAL HARASSMENT ACT, 2013
There were no complaints reported under the Prevention of Sexual Harassment of Women at
Work place (Prevention, Prohibition and Redressal) Act, 2013.
32. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
In view of the nature of the activities carried out by the Company, Section 134(3)(m)
of the Companies Act, 2013, read with Companies (Accounts) Rules, 2014:
(A) Conservation of Energy
1. Energy Conservation Measures Taken
Energy Conservation continues to receive major emphasis and is being systematically
mentioned and corrective measures are taken whenever required immediately.
2. Additional investment, and proposals, if any, being implemented.
At present the company has no proposal to make any substantial investments for further
reduction of consumption of energy. However, regular up-gradation of facilities is being
done as and when required. The Company has been able to control its energy cost
substantially.
Total Energy consumption & energy consumption per unit of Production in prescribed
form- A
| S. No. Particulars |
31.03.2022 |
31.03.2023 |
| 1. Power & Fuel Consumption in respect of Electricity, Power & Water amount |
Nil |
Nil |
(B) Technology Absorption: The Company is not into any manufacturing activity
and thus not carrying on Research and Development in a routine manner along with its
manufacturing activities. The initiatives taken by the Company have resulted in lower cost
of energy consumption. As such, the company does not anticipate any new technology in the
areas of the Company. Expenditure on R&D is not separately allocated and operations in
which the company is into in near future.
(C) Foreign Exchange Earnings & Outgo: The Company did not earn or spent any
foreign exchange during the year under review.
33. DIRECTORS RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the information and
explanations obtained by them, your Directors make the following statements in terms of
Section 134(3) (c) of the Companies Act, 2013:
a) that in the preparation of the annual financial statements for the year ended March
31, 2023, the applicable accounting standards have been followed along with proper
explanation relating to material departures, if any;
b) that accounting policies as mentioned in the Notes to the Financial Statements have
been selected and applied consistently and judgment 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 as at March 31, 2023 and of the profit of the Company for the year ended on that
date;
c) that proper and sufficient care has been taken 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) that the annual financial statements have been prepared on a going concern basis;
e) that proper internal financial controls were in place and that the financial
controls were adequate and were operating effectively.
f) that systems to ensure compliance with the provisions of all applicable laws were in
place and were adequate and operating effectively.
34. ACKNOWLEDGMENT
The Directors gratefully acknowledge all stakeholders of the Company viz. financial
institutions, Government Authorities, customers, members, dealers, vendors, banks and
other business partners for the excellent support received from them during the year. The
Directors place on record their sincere appreciation to all employees, executives, staff
and workers of the Company for their unstinted commitment and continued contribution to
the Company.
|
By order of the Board |
|
|
For Globe Multi Ventures Limited |
|
|
(Formerly known as Globe Commercials Ltd) |
|
|
SD/- |
SD/- |
|
Sivalenka Kameswari |
Satya Murthy Sivalenka |
| Place: Hyderabad |
(Whole-time Director) |
(Director) |
| Date: 04.09.2023 |
DIN: 00412669 |
DIN: 00412609 |
+91-9892691696
