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To,
The Members,
Your Directors have pleasure in present the Fourth (04th] their Board's
Report on the business and operations of the Company along with the accounts for the
Financial Year ended March 31,2024
1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY
The Company's financial performance for the year under review along with previous
year's figures is summarized below:
| Particulars |
2023-24 |
2022-23 |
| Revenue from Operation |
14,38,03,290 |
18,85,60,501 |
| Other Income |
62,50,019 |
32,37,750 |
| Total Revenue |
15,00,53,309 |
19,17,98,251 |
| Total Expenses |
13,13,62,895 |
18,95,80,579 |
| Profit Before Tax |
1,86,90,414 |
22,17,672 |
| Tax Expenses |
|
|
| (a] Current Tax |
50,97,315 |
5,96,518 |
| (b) Deferred Tax |
(1,60,765) |
(17720) |
| (c) Short/(Excess) provision of I.T |
- |
- |
| Profit /(Loss) for the Year |
1,37,53,864 |
16,38,874 |
| Earnings/(Loss) per share |
2750.77 |
327.77 |
| Basic/Diluted |
|
|
2. BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THE YEAR/ STATE OF COMPANY'S
AFFAIR
The revenue from operation of the company amounted to Rs. 14,38,03,290 in the current
year as compared to Rs. 18,85,60,501 in the previous year. The company has earned net
profit after tax of Rs. 1,37,53,864 during the year as against Rs. 16,38,874 in last year.
Your Directors are making constant efforts for increasing the business of the company.
3. CHANGE IN THE NATURE OF BUSINESS. IF ANY:
During the financial year ended March 31, 2024 there has been no change in the
Company's nature of business.
4. DIVIDEND
With a view to conserve the resources for future prospect and growth of the
Company, the Board of Directors of the Company have not recommended any dividend on
equity shares for the financial year ended 31st March, 2024. Further, the
Company has never declared dividend on its shares since its incorporation.
5. TRANSFER TO RESERVE
Reserves & Surplus at the end of the year stood at Rs. 1,91,65,536/- as compared to
Rs. 54,11,674/- at the beginning of the year. The Board of Directors has transferred the
entire amount of profits for the financial year 2023-24 to general reserves of the Company
6. CHANGE OF NAME
There is no change in the name of the Company during the period under review.
However, the company has applied for conversion of the Company from private limited
company into public limited company, the name of the Company has been changed to
"Sunsky Logistics Limited" with effect from 16th July, 2024 and fresh
Certificate of Incorporation Consequent upon conversion to public company dated 16th
July, 2024 has also been issued by the Registrar of Companies, Central Processing Centre.
7. SHARE CAPITAL
Authorized Share Capital of the Company is Rs 50,000/- (Rupees Fifty Thousand only)
divided into 5,000 Equity shares of Rs. 10/- each and Issued, Subscribed & Paid up
share Capital of the company is Rs 50,000/- (Rupees Fifty Thousand Only] divided into
50,000 Equity shares of Rs. 10/- each as on 31st March, 2024.
However The Company has increase the authorized Share Capital of the company from Rs.
50,000 To Rs.3,00,00,000 with effect from 12th August, 2024
8. Directors and Kev Managerial Personnel
During the year under review, Mrs. VAIBHAVI AKASH SHAH was appointed as the Additional
Non-Executive Director as on December 12, 2023. Her appointment was regularized by the
Shareholders in their Extra-Ordinary General Meeting held on August 12, 2024.
During the year under review there is no change in the KMPs of the Company. However
Mrs. VINEETA RAJWANI was appointed as the Chief Financial officer And Mr. AKASH ASHOKBHAI
SHAH was appointed as Chairman & Managing Director of the company as on July 26, 2024.
All the directors of the Company have confirmed that they are not disqualified from
being appointed as Directors in terms of section 164 & 165 of the Companies Act,
2013.
The Details of Board of Directors and Key Managerial Personnel as on report date is as
under:
| Name |
DIN |
Designation |
Date of .Appointment |
Date of Cessation |
| 1 AKASH ASHOKBHAISHAH |
08974910 |
Managing Director |
26/11/2020 |
|
| 2. PEENABEN SHREN1KBHAI SHAH |
03138236 |
Director |
05/07/2020 |
|
| 3. VAIBHAVI AKASH SHAH |
08677409 |
Director |
12/12/2023 |
|
| 4. VINEETA RAJWANI |
|
CFO |
26/07/2024 |
|
9. Particulars of Employees
None of the Employee has received remuneration exceeding the limit as stated in rule
5(2] of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
10. Meetings
During the year total Six Board Meetings were convened and held. The intervening gap
between the Meetings was within the period prescribed under the Companies Act, 2013.
| Date of Board Meetings |
| 17th May, 2023 |
| 31st August, 2023 |
| 28th November, 2023 |
| 12th December,2023 |
| 10th January, 2024 |
| 05th February, 2024 |
There was one extra ordinary general meeting of the members of the company was held on
07th February, 2024 during the year under review.
11. ANNUAL EVALUATION OF BOARD PERFORMANCE
Pursuant to the provisions of the Act the Board has carried out an annual evaluation of
its own performance, the performance of the Directors individually.
In a separate meeting of directors, performance of non-independent directors,
performance of the Board as a whole of the Board and performance of the Chairman was
evaluated, taking into account the views of other directors.
12. RISK MANAGEMENT
The process of identifying, evaluating, and prioritizing risks is known as risk
management. This is preceded by coherent initiatives aimed at minimizing, oversee, and
ameliorate (or control) the probability and/or impact of unfortunate events or to maximize
opportunities for achievement. The Company has established a thorough risk assessment and
minimization process, which is periodically reviewed by the Board. These processes are
examined to make sure executive management effectively manages risk using a strictly
delineated framework. The company has identified the major risks, and processes and
measures for mitigating those risks have been developed in areas like business, project
execution, events, financial, human, environmental, and statutory compliance.
13. AUDITORS
Pursuant to Section 139 of the Act read with rules made thereunder, as amended, M/s.
Ankit M. Shah & Co., Chartered Accountants of Ahmedabad having Membership Number of
auditor. 153333, were appointed as the Statutory Auditors of your Company for a term of
five years beginning from the conclusion of Annual General Meeting held in year 2021 till
the conclusion of Annual General Meeting held in year 2026 (AGM).
The Board has taken note and M/s Ankit M. Shah & Co., Chartered Accountants, have
confirmed their eligibility under section 141 of the Companies Act, 2013 and the Rules
framed thereunder as Statutory Auditors of the company. As required under Listing
Regulations, the Auditors have also confirmed that they Hold a valid certificate issued by
the peer review Board of the Institute of Chartered Accountants of India.
There are no qualifications, reservations or adverse remarks or disclaimers made by the
auditors in their report on the financial statements of the company for the financial year
ended 31st March, 2024. The notes on the Financial Statements referred to in
the Auditors' Report are self-explanatory and do not call for any comments or
explanations.
14. WEB LINK OF ANNUAL RETURN. IF ANY:
In Accordance with section 134 [3] [a) and 92 (3] of the Companies Act, 2013 read with
Rule 12 (1) of Companies (Management and Administration) Rules 2014, The Annual Return in
form MGT-7 for Financial Year 2023 -2024 will be available on website of Company i.e.
www.sunskylogistics.com
15. MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THF. COMPANY TO WHICH
THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
There have been no material changes and commitments that would affect the financial
position of the company from the end of the financial year to which the financial
statements relate and the date of the Director's Report
16. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNAL IS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
No significant or material orders were passed by the Regulators or Courts or Tribunals
which impact the going concern status and Company's operations in future.
17. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS (Applicable to Listed Company)
Not Applicable
18. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186
Details of Loans: NIL Details of
Investments: NIL
Details of Guarantee / Security Provided: NIL
19. REPORTING OF FRAUD
In pursuance to the provisions of Section 143(12] of the Act, the Statutory Auditors
had not reported any incident of frauds (other than those which are reportable to the
Central Government) to the Board of Directors of the Company during the financial year
under review.
20. DEPOSITS;
During the year under review, the Company has neither accepted nor renewed any deposit
within the meaning of Sections 73 and 74 of the Companies Act,
2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any
statutory modification (s) or re-enactment(s) for the time being in force) from the public
or the members and as such, no amount on account of principal or interest on public
deposits was outstanding as on the date of the balance sheet.
21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions that were entered into during the financial year ended
31st March, 2024 were on an arm's length basis and were in the ordinary course
of business. Therefore, the provisions of Section 188 of the Companies Act, 2013 were not
attracted. Further, there are no materially significant related party transactions during
the year under review made by the Company with Promoters, Directors, or other designated
persons which may have a potential conflict with the interest of the Company at large.
Thus, disclosure in Form AOC- 2 is not required. However, the disclosure of transactions
with related party for the year, as per Accounting Standard -18 Related Party Disclosures
is given in Notes to the Balance Sheet as on 31st March, 2024.
22. SECRETARIAL STANDARDS:
Your Company is in compliances with the Secretarial Standards on Meetings of the Board
of Directors (SS-1) and Secretarial Standards on General Meetings (SS- 2) issued by the
Institute of Company Secretaries of India.
23. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO
1. Conservation of Energy, Technology Absorption
The particulars as required under the provisions of Section 134(3) (m) of the Companies
Act, 2013 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.
2. Foreign Exchange earnings and Outgo
Earnings: Rs 5,71,36,652
Outgo: Rs. 5,03,18,595/-
24. MAINTENANCE OF COST RECORDS:
The Company is not required to maintain Cost Records as specified under Section 148(1]
of the Companies Act, 2013 and therefore, the appointment of Cost Auditor for undertaking
audit of cost records of the Company is not applicable.
25. CORPORATE SOCIAL RESPONSIBILITY fCSRl
The provisions of Section 135 of the Companies Act, 2013 and Rules made thereunder are
not applicable to our Company for the financial year ended 31st March, 2024.
26. DISCLOSERS UNDER SEXUAL HARASSMENT OF WOMEN AX
WORKPLACE (PREVENTION. PROHIBITION & REDRESSAL1 ACT. 2013
There are no cases filed during the Financial Year regarding Sexual Harassment of Women
at Workplace under the Act.
27. DIRECTORS' RESPONSIBILITY STATEMENT
The Directors' Responsibility Statement referred to in clause (c] of subsection (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 to the extent possible 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 devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively, to the
extent possible.
28. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Your Company does not have any funds lying unpaid or unclaimed for a period of seven
years. Therefore, there were no funds which were required to be transferred to Investor
Education and Protection Fund (IEPF).
29. OTHER DISCLOSURES
There was no application made or proceeding pending under the Insolvency and Bankruptcy
Code, 2016 during the year under review.
30. ACKNOWLEDGEMENTS
Your Directors would like to express their appreciation for the assistance and
cooperation received from Bankers, Customers, Members, Employees Vendors and all other
persons associated with the Company during the year under review. Your Directors also wish
to place on record their deep sense of appreciation for the committed services by the
Company's executives, staff and workers.
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