To,
The Members of
INCEPTUM Enterprises Limited
Your Directors have pleasure in presenting the Annual Report and the Audited Statement
of Accounts for the year ended 31 March, 2021.
FINANCIAL PERFORMANCE
(In Rs.)
| Particulars |
2020-2021 |
2019-2020 |
| Total Income/Loss |
- |
- |
| Less: Total Expenses |
421,820.00 |
930,247.00 |
| Profit Before |
(421,820.00 |
(930,247.00 |
| Profit/Loss after Tax |
(420,203.00) |
(928,874.00) |
DIVIDEND
During the year under review, to plough back the profits in the business activity, no
dividend is recommended this year.
RESERVE AND SURPLUS
The amount of Rs. (420,203.00) /- is being transferred in the reserve and Surplus as
the Current year profit.
FINANCIAL PERFORMANCE
During the year under review, the Companys income is Nil /- as against income of Rs.
Nil/- in the financial year 2019-20.
CHANGE IN THE NATURE OF BUSINESS
During the year, the Company has not changed its nature of business.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH
THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
There have been no material changes and commitments which can affect the financial
position of the Company occurred between the end of the financial year of the Company and
date of this report.
RISK MANAGEMENT POLICY
The Company has devised and implemented a mechanism for risk management and has
developed a Risk Management Policy. The Policy provides for constitution of a Risk
Committee, which will work towards creating a Risk Register, identifying internal and
external risks and implementing risk mitigation steps. The Committee will, on a quarterly
basis, provide status updates to the Board of Directors of the Company.
PARTICULARS OF EMPLOYEES AND OTHER DISCLOSURE
The prescribed particulars of Employees required under Section 197(12) of the Companies
Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is given herein below:
The information required pursuant to Section 197(12) read with Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of
Employees of the Company, will be provided on request. In terms of Section 136 of the Act,
the reports and accounts are being sent to the members and others entitled thereto,
excluding the information on employees particulars mentioned in rule 5(2) of the said rule
which is available for inspection by the Members at the Registered Office of the Company
during the business hours on working days of the Company upto the date of ensuing Annual
General Meeting. If any Member is interest in inspecting the same, such Member may write
to the Compliance officer in advance.
STATEMENT CONTAINING THE PARTICULARS OF EMPLOYEES IN ACCORDANCE WITH SECTION 197 OF THE
COMPANIES ACT, 2013 READ WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014 AND FORMING PART OF DIRECTORS REPORT FOR THE FINANCIAL
YEAR ENDED MARCH 31, 2021 NOT APPLICABLE
DEPOSITS
The Company has not accepted deposit from the public falling within the ambit of
Section 73 of the Companies Act, 2013 and The Companies (Acceptance of Deposits) Rules,
2014. No amount of principal or interest was outstanding as on the date of Balance Sheet.
NAME OF THE COMPANIES WHICH HAVE BEEN BECOME OR CEASED TO BE ITS SUBSIDIARIES AND
ASSOCIATE COMPANIES DURING THE YEAR
Since the Company has no subsidiaries as on 31st March, 2021, provision of
section 129 of the Companies Act, 2013 is not applicable.
STATE OF COMPANY AFFAIRS:
The Company is complying with all the applicable laws and provisions and there is no
adverse action against the business operations of the Company.
STATUTORY AUDITORS
In Terms of the provisions of Section 139 of the Companies Act, 2013, and other
applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and
Auditors) Rules, 2014, as amended from time to time, the Board of Directors of the company
has appointed M/S. KASG & ASSOCIATES. (Firm Reg. No. 023713C), Chartered Accountants,
as Auditors of the Company to hold office from the conclusion of this Annual General
Meeting ("AGM") till the conclusion of the 36th AGM of the Company,
to examine and audit the accounts of the Company at such remuneration as may be mutually
agreed between the Board of Directors of the Company and the Auditors."
AUDITORS REPORT
The Notes on Financial Statements referred to in the Auditors Report are
self-explanatory and therefore, in the opinion of the Directors, do not call for further
comments.
EXTRACT OF THE ANNUAL RETURN
The extract of the annual return in form no. MGT 9 has been annexed to the Report, as
Annexure - 1.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as required under the provisions of Section 314(3)(m) of the Companies
Act, 2013 read with Rule 8(3) of The Companies (Accounts) Rules, 2014 in respect of
Conservation of Energy and Technology Absorption have not been furnished considering the
nature of activities undertaken by the Company during the year under review.
There was no foreign exchange earning & outgo during the financial year under
review.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
During the year under review, the Company is not required to comply with the provisions
related to Corporate Social Responsibility on the basis of its financial statement.
DIRECTORS & COMMITTEES:
a) Changes in Directors and Key Managerial Personnel
During the year under review 2020-21, there was no change in the composition of the
Board of Directors of the Company.
b) Declaration by an Independent Director(s) and re- appointment, if any
All Independent Directors have given declaration that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, and Listing
Agreement.
c) Formal Annual Evaluation of Board
Pursuant to the provisions of companies Act, 2013, the Board has carried out annual
performance evaluation of its own performance, the directors individually as well the
evaluation of the working of its Audit, Nomination & Remuneration and Stakeholder
Relation committee.
Sexual Harassment:
The Company has zero tolerance for Sexual Harassment at workplace and has adopted a
Policy on prevention of Sexual Harassment in line with the provisions of Sexual Harassment
of Woman at Workplace (Prevention, Prohibition and Redresssal) Act, 2013 and the Rules
made thereunder. There was no complaint on sexual harassment during the year under review.
NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS BOARD MEETINGS
During the year Six (06) Board Meetings were convened and held. The details of which
are given below. The intervening gap between the Meetings was within the period prescribed
under the Companies Act, 2013.
| S. No. |
Date of Meeting |
Total No. of Directors on the Date of Meeting |
No. of Directors attended |
| 1. |
25.06.2020 |
5 |
4 |
| 2. |
27.07.2020 |
5 |
4 |
| 3. |
31.08.2020 |
5 |
4 |
| 4. |
11.09.2020 |
5 |
4 |
| 5. |
10.11.2020 |
5 |
4 |
| 6. |
10.02.2021 |
5 |
4 |
CHANGE OF REGISTRAR AND SHARE TRANSFER AGENT
During the year under review, there was no change in the Registrar and Share Transfer
Agent of the company.
CHANGE OF REGISTERED OFFICE
During the period, there was no change in the registered office of the company.
COMPOSITION AND MEETINGS OF AUDIT COMMITTEE
The Composition and terms of reference of the Audit Committee satisfy the requirements
of section 177 of the Companies Act, 2013. Audit Committee met 4 times during the
financial year 2020-21 on 27.07.2020, 11.09.2020, 10.11.2020 and 10.02.2021 and following
is the composition as on 31.03.2021:
| Name of Member |
Designation |
Category |
| Ms. Mamta Devi |
Chairman |
Non Executive and Independent Director |
| Mr. Gambheer Singh |
Member |
Non Executive and Independent Director |
| Mr. Retesh Singh |
Member |
Non Executive and Non Independent Director |
COMPOSITION AND MEETINGS OF STAKEHOLDER RELATION COMMITTEE
The Composition and terms of reference of the Stakeholder Relationship Committee
satisfy the requirements Section 178 of the Companies Act, 2013. The Committee met 4 times
during the financial year 2020-21 on 27.07.2020, 11.09.2020, 10.11.2020 and 10.02.2021 and
following is the composition as on 31.03.2021:
| Name of Member |
Designation |
Category |
| Ms. Mamta Devi |
Chairman |
Non Executive and Independent Director |
| Mr. Gambheer Singh |
Member |
Non Executive and Independent Director |
| Mr. Retesh Singh |
Member |
Non Executive and Non Independent Director |
NOMINATION & REMUNERATION COMMITTEE & ITS POLICY
The Company has duly constituted Nomination and Remuneration Committee to align with
the requirements prescribed under the provisions of the Companies Act, 2013. The details
of the Composition of the Nomination and Remuneration Committee are given below as on
31.03.2021: The Committee met 4 times during the financial year 2020-21 on 27.07.2020,
11.09.2020, 10.11.2020 and 10.02.2021:
| Name of Member |
Designation |
Category |
| Ms. Mamta Devi |
Chairman |
Non Executive and Independent Director |
| Mr. Gambheer Singh |
Member |
Non Executive and Independent Director |
| Mr. Retesh Singh |
Member |
Non Executive and Non Independent Director |
DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES
During the year, as per Section 177(9) read with Rule 7(1) of The Companies (Meeting of
Board and its Powers) Rules, 2014, Company is required to establish a Vigil Mechanism for
its Directors and employees. In order to ensure that the activities of the Company and its
employees are conducted in a fair and transparent manner by adoption of highest standards
of professionalism, honesty, integrity and ethical behavior the company has adopted a
vigil mechanism policy. This policy is explained in corporate governance report and also
posted on the website of company.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
During the year, Company has not provided Loans, Guarantees and Investments covered
under the provisions of Section 186 of the Companies Act, 2013.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
The Company has no material significant transactions with its related parties which may
have a potential conflict with the interest of the Company at large. The details of
transactions with the Company and related parties are given for information under notes to
Accounts.
MANAGERIAL REMUNERATION POLICY
Provisions relating to Managerial Remuneration as per Section 197 read with Rule 5 of
The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 The Board
has on the recommendation of the Nomination & Remuneration Committee framed a Policy
for Selection and appointment of Directors, Senior management and their Remuneration.
DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS
The Company maintains appropriate systems of internal control, including monitoring
procedures, to ensure that all assets are safeguarded against loss from unauthorized use
or disposition. Company policies, guidelines and procedures provide for adequate checks
and balances and are meant to ensure that all transactions are authorized, recorded and
reported correctly.
SECRETARIAL AUDIT REPORT AND EXPLANATION TO THE QUALIFICATIONS REPORTED IN THE REPORT
Provisions relating to Secretarial Audit as per Section 204 read with Rule 9 of The
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company
has appointed Mr. Harshal, Practicing Company Secretaries, to undertake the Secretarial
audit of the Company for the Financial Year 2020-21 and the report is attached herewith as
Annexure 2.
With respect to the qualifications, the management of the company will ensure that in
future there will be no delay in complying with the provisions of SEBI (Listing
Obligations and Disclosures Requirements) Regulations, 2015. Further, the Company is in
the process of removing all the qualification made by the secretarial auditor.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE
No significant and material orders have been passed by the regulators or courts or
tribunals, impacting the going concern status and companys operations in future.
AUDIT OBSERVATIONS
Auditors observations are suitably explained in notes to the Accounts and are
self-explanatory.
HUMAN RESOURCES
There are no employees as on date on the rolls of the Company who are in receipt of
Remuneration which requires disclosures under Section 134 of the Companies Act, 2013 and
Companies (Particulars of Employees) Rules, 1975.
During the year under review, relationship with the employees is cordial.
DIRECTORS RESPONSIBILITY STATEMENT
The Directors Responsibility Statement referred to in clause (c) of sub-section (3) of
Section 134 of the Companies Act, 2013, shall state that -
(a) In the preparation of the annual accounts, 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 at the end of the financial year and of
the profit and loss 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 this Act 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; and
(e) The directors had laid down internal financial controls to be followed by the
company and that such internal financial controls are adequate and were operating
effectively.
(f) 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.
ACKNOWLEDGEMENT
Directors take this opportunity to express their thanks to various departments of the
Central and State Government, Bankers, Material Suppliers, Customers and Shareholders for
their continued support and guidance.
The Directors wish to place on record their appreciation for the dedicated efforts put
in by the employees of the Company at all levels.
|
By Order of the Board of Directors |
|
For Inceptum Enterprises Limited |
|
Sd/- |
Sd/- |
| Place: New Delhi |
Gambheer Singh |
Vinayaprakash |
| Date: 21.08.2021 |
Director |
Director |
|
DIN 06766095 |
DIN 07304994 |
+91-9892691696
