Narmada Gelatines Ltd Management Discussions.

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GENERAL SHAREHOLDER INFORMATION

• Company Registration Details : The Company is registered in the State of Madhya Pradesh, India. The Corporate Identity Number (CIn) allotted to the Company by the Ministry of Corporate Affairs (MCA) is L24111MP1961PLC016023.
• Annual General Meeting- : Wednesday, 26th September, 2018 at 11:30 am
• Day, Date, Time & Venue : Hotel Satya Ashoka, Wright Town, Jabalpur
• Financial Year : April 1 to March 31
• Financial Calendar 2018-19 :
First Quarter Results 1st August to 14th August 2018
Second Quarter Results 1st November to 15th November, 2018
Third Quarter Results 1st February to 15th February, 2019
Results for the quarter and Annual Results for the year ending on 31st March, 2019 15th May to 30th May 2019
• Book Closure period : 20th September, 2018 to 26th September, 2018 (both days inclusive)
• Dividend payment date : Dividends as recommended by the Board of Directors, if declared at the Annual General Meeting, will be paid on or after 26th September, 2018 to those shareholders whose names appear on the Companys Register of Members on 19th September, 2018.
• Listing of Shares and other : Securities Bombay Stock Exchange Limited (BSE) Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001
• Stock Code : Scrip Code : Bombay Stock Exchange (BSE) "526739" Company Symbol : NARMADA GELA
• Stock Market Data : The monthly high/ low market prices of the equity shares of the company during the year 2017-18 at the Bombay Stock Exchange Limited (BSE) were as under:

 

(Rs per share)
Month High Price Low Price
Apr17 157.00 128.00
May17 140.00 121.00
Jun17 140.00 124.60
Jul17 154.50 133.05
Aug17 179.80 138.00
Sep17 174.90 152.00
Oct17 174.00 153.60
Nov17 179.25 152.30
Dec17 196.90 155.00
Jan18 182.05 152.10
Feb18 176.00 140.05
Mar18 163.00 132.10

Share Performance compared with broad based indices

BSE
Companys Share Price

As on 1.04.2017

139.00

As on 31.03.2018

147.25

Change

+5.94%

BSE Sensex

As on 1.04.2017

29737.73

As on 31.03.2018

35176.42

Change

+18.29%

• Registrar & Share Transfer Agents

C.B. Management Services Pvt. Ltd P-22 Bondel Road,

Kolkata 700 019

Phone: (033) 4011 6700, 2280; Fax: (033) 4011 6739 Email: rta@cbmsl.com

• Dividend declared for the last five years

Year On Equity Shares
2012-13 50%
2013-14 50%
2014-15 35%*
2015-16 40%
2016-17 40%
2017-18 (Proposed) 40%

• after bonus issue of 1:2 Share Transfer System

Shares sent for transfer in physical form are registered and returned by the Companys Registrar and Share Transfer Agent in about 2025 days of the receipt of documents, provided documents are found in order Shares under objections are returned within two weeks. The Board has delegated the authority for approving transfer, transmission of shares to a Share Transfer Committee, under supervision of Stakeholders Relationship Committee of the Board.

In compliance with the Listing Agreement / SEBI Guidelines:

• A Practicing Company Secretary carries out Reconciliation of Share Capital Audit on "Dematerialised shares and shares in Physical form" every quarter and the necessary reports issued by him are filed with the Stock Exchanges.

• The shares in Dematerialised form and Physical form tally with the issued/paid-up capital of the Company.

• Shareholding pattern and financial results (quarterly) and the Annual Reports (annually) are being uploaded on www.listing.bseindia.com

A Practicing Company Secretary carries out a Due Diligence survey, pertaining to share transfers, transmissions, etc. every six months and necessary certificates to that effect are issued and the same are filed with the Stock Exchanges in compliance with Regulation 40(9) of the SEBI (Listing Obligations and Disclosure Requirements), 2015.

• Distribution of Shareholding

The distribution of shareholding as on 31st March 2018 is given below:

Range (No. of shares) Nos. Shareholders % to Total Share holders Nos. Equity Shares % to Total Shares
Upto 500 2,124 83.29 2,83,981 4.69
501 - 1000 217 8.51 1,67,868 2.77
1001 - 2000 100 3.92 1,47,687 2.44
2001 - 3000 40 1.57 1,00,667 1.67
3001 - 4000 15 0.59 51,037 0.84
4001 - 5000 16 0.63 71,686 1.19
5001 - 10000 23 0.94 1,54,797 2.56
10001 and above 15 0.59 50,71,864 83.84
Total 2,550 100.00 60,49,587 100.00

• Dematerialisation of shares as on 31st March, 2018

The total Equity Share Capital of the Company held in dematerialised form with NSDL & CDSL and in physical form are as follows:

Category No. of shares %
Demat 59,84,910 98.93
Physical 64,677 1.07
Total 60,49,587 100.00
• Shareholding pattern of the Company as on 31st March, 2018
Category No. of shares % holding
Promoters 45,37,189 75.00
NRIs 27,601 0.46
Indian Institutions 525 0.01
Nationalised Banks Nil Nil
Domestic Companies 4,39,896 7.27
Public Shareholders 10,26,164 16.96
Directors/ Relatives 1,675 0.03
IEPF 16,537 0.27
Total 60,49,587 100.00

• Registered Office

Caravs, Room No. 28

15 Civil Lines, Jabalpur - 482001 (M.P.) Ph.: (0761) 2678627

• Address for Correspondence

To the Company :

Narmada Gelatines Limited

Caravs, 15 Civil Lines

P.O. Box No. 91, Jabalpur - 482001

To the Registrar & Share transfer Agents:

P-22 Bondel Road Kolkata-700 019

Phone: (033) 40116700, 2280 Fax: (033) 40116739 Email: rta@cbmsl.com

• Plant Location

Meerganj, Bheraghat Road, Jabalpur, M.P

• Transfer of Unclaimed amounts to Investor Education and Protection Fund

Pursuant to Sections 124 and 125 of the Companies Act, 2013, all unclaimed / unpaid dividend, debenture interest as well as principal amount of debentures as at 31st March, 2018 remaining unpaid or unclaimed for a period of seven years from the date they became due for payment, have been transferred to the Investor Education & Protection Fund (IEPF) established by the Central Government.

Shareholders/ debentureholders are hereby informed that the Company is statutorily required to transfer to the IEPF all unclaimed/unpaid dividend, debenture interest and interest on debentures as well as principal amount of debentures remaining unpaid/unclaimed for a period of seven years from the date they became due for payment and once such amounts are transferred to the IEPF, no claim of the shareholder/ debentureholder shall lie against the Company or the IEPF.

The Investors are advised to claim the unencashed equity dividend money for the years 2010-11 to 2016-17 lying in the unclaimed accounts of the Company before the due dates (as indicated in the Notes to the Notice).

During the financial year 2017-18, the Company has transferred to the Investor Education and Protection Fund, unclaimed dividends as detailed hereunder:

9% Preference Share Second Redemption unclaimed amount : Rs 6,31,204/-
Equity Share Unclaimed Dividend 2009-10 : Rs 1,04,973/-

• Transfer of Equity Shares to Investor Education and Protection Fund

As per Section 124(6) of the Companies Act, 2013 read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (Rules), as amended from time to time, equity shares of the Company in respect of which dividends for seven consecutive years or more remaining unpaid or unclaimed as are liable to be transferred to the demat account of the IEPF:

During the financial year 2017-18 the company has transferred 16537 numbers of Equity Shares to the Investor Education and Protection Fund

CEO/ CFO Certificate

The Whole-Time Director and the Chief Financial Officer provide annual certification on the financial reporting and internal controls to the Board in terms of Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015. The Whole-Time Director and the person heading the Accounts function also give quarterly certification on the financial results while placing the financial results before the Board in terms of Regulation 33(2) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015. The annual certificate for the financial year ended 31st March, 2018, given by the Whole-time Director and Chief Financial Officer of the Company is published hereunder:

On behalf of the Board of Directors

Place : Jabalpur Date : 29th May, 2018 Ravindra K. Raje

Director

Ashok K. Kapur

Whole-time Director