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To,
The Members
Amarnath Securities Limited
Your Directors have pleasure in presenting the 31st Annual Report together
with the audited statement of accounts for the year ended 31stMarch, 2025
FINANCIAL RESULTS
The summarized financial results for the year ended 31stMarch, 2025 are as
under: (Amount in Lakhs)
Particulars |
2024-25 |
2023-24 |
| Profit before Interest, Depreciation and Tax |
7.808 |
7.696 |
| Interest |
- |
- |
| Depreciation |
- |
- |
| Exceptional Item |
- |
- |
| Profit(Loss)Before Tax |
7.808 |
7.696 |
| Provision for taxation |
2.126 |
2.126 |
| Profit(Loss)After Tax |
5.683 |
5.637 |
OPERATIONS
The income and profits of the Company are majorly derived from interest income.
AMOUNT TO BE CARRIED TO RESERVE
The Company has not transferred any amount to the reserves during the period under
review.
DIVIDEND
During year under review, your Director do not recommend dividend.
SHARE CAPITAL
The paid up equity share capital as on 31st March 2025 is
Rs.3,00,02,000/-divided into 30,00,200 equity share of Rs.10/- each.
During the year under review the company has not made any fresh issue of shares.
4
TRANSFER OF UNPAID/UNCLAIMED DIVIDEND
The Company does not have any amount of Unpaid /Unclaimed Dividend which is required to
be transferred to the Investors Education
& Protection fund as required under Section of the Companies Act. There are no
other statutory amount like outstanding unpaid Refund Amount on Share Applications, unpaid
interests or principal of Deposits and Debentures etc. lying with the company which are
required to be transferred to Investors Education and Protection Fund.
COMPLIANCE WITH THE LISTING AGREEMENT
The Company's shares are listed on BSE Ltd. and Company has complied with the mandatory
provisions of Corporate Governance as stipulated in the Listing Agreement with the Stock
Exchange.
MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY
MATERIAL CHANGE
There were Change in Management during the year as below mentioned.
Sr. No. Name of Director |
Appointment/ Cessation |
Date of Appointment/Cessation |
| 1. Mr. Naresh Padir Whole- time |
Cessation |
19.12.2024 |
| Director |
|
|
| 2. Mr. Omkar Herlekar - Non- |
Cessation |
17.01.2025 |
| Executive Non Independence |
|
|
| Director |
|
|
| 3. Mr. Ajay Sukhwani - Non- |
Cessation |
03.01.2025 |
| Executive Independent |
|
|
| Director |
|
|
| 4. Ms. Chandni Makhija - Non- |
Cessation |
03.01.2025 |
| Executive Independent |
|
|
| Director |
|
|
| 5. Mr. Avinash Ahire Chief |
Cessation |
02.01.2025 |
| Financial Officer |
|
|
| 6. Ms. Ruchi Gupta Company |
Cessation |
02.01.2025 |
| Secretary and Compliance |
|
|
| Officer |
|
|
| 7. Mr. Chetan Balubhai Patel* |
Appointment |
02.01.2025 |
| Additional Director (Executive |
|
|
| Director) |
|
|
| 8. Mr. Amit Priyankant Pandya * |
Appointment |
02.01.2025 |
| Additional Director (Executive |
|
|
| Director) |
|
|
| 9. Mr. Afzalkhan Usmankhan |
Appointment |
17.01.2025 |
| Afridi *- |
|
|
| Additional Director ( Non- |
Resignation |
13.08.2025 |
| Executive Independent |
|
|
| Director) |
|
|
| 10. Mr. Sanjay Rajkumar* - |
Appointment |
17.01.2025 |
| Additional Director ( Non- |
|
|
| Executive Independent |
|
|
| Director) |
|
|
*The Company had Extra Ordinary General Meeting dated 20.02.2025, the Change in
designation of Mr. Amit Priyankant Pandya from Additional Director to Executive Whole time
Director), Mr. Chetan Balubhai Patel from Additional Director to Executive Whole time
Director, Mr. Afzalkhan Usmankhan Afridi from Additional Director to Non-Executive
Independent Director, Mr. Sanjay Rajkumar From Additional Director to Non-Executive
Independent Director.
The Company has appointed Mr. Nitin Walunj as Additional Director in the Capacity of
Independent Director of the Company
The company appointed Ms. Vaishali Dhruvabal Mahadik as Additional Director in the
Capacity of Independent Women Director of the Company w.e.f 13th August, 2025
Mr. Afzalkhan Usmankhan Afridi resigned as Independent Director of the Company w.e.f
13th August, 2025
Mrs. Mitti Jain has been appointed as Company Secretary and Compliance officer of the
Company w.e.f September, 02 2025
DEPOSITS
The company has not accepted the deposits during the year under review, which is not in
compliance of the statutory provisions.
CORPORATE SOCIAL RESPONSIBILITY
As per Section 135(1) of the Companies Act, 2013 and the Companies (Corporate Social
Responsibility) Rules, 2014 read with various clarifications issued by the Ministry of
Corporate Affairs, every Company having the net worth of Rs.500 crores or more or turnover
of Rs.1000 cores or more net profit of Rs. 5 crores or more shall constitute a CSR
Committee of the board consisting of three or more directors. Accordingly, the provision
of CSR activities under Companies Act, 2013 does not apply to your company.
CORPORATE GOVERNANCE
A detailed report on corporate governance in compliance with the relevant provisions of
SEBI (Listing Obligations and Disclosure Requirements),Regulations 2015, is attached as
part of this report . Compliance reports in respect of all laws applicable to the
Company have been reviewed by the Board of Directors.
PARTICULARS OF THE EMPLOYEES:
The Company had no employee except company secretary hence not applicable to the
company.
JOINT VENTURE COMPANY/ASSOCIATES
The Company has no Joint Venture Company/Associates as on date of this Balance Sheet.
SUBSIDIARY
The Company has no subsidiary as on date of this Balance Sheet dated March 31st,
2025.
CONSOLIDATION OF ACCOUNTS
In accordance with the Notification issued by the Ministry of Corporate Affairs,
Government of India to amend the Companies (Accounts) Rules,2014, vide notification dated
14th October 2014, No.G.S.R. 723(E), in Rule 6, after existing provision of the
Companies (Accounts) Rules,2014. As such Consolidation of Accounts is not Applicable for
the current financial year 2024- 2025.
RELATED PARTY TRANSACTION
All related party transactions that were entered into during the financial year were on
an arm's length basis and in the ordinary course of business. All the Related party
transactions are pre-approved by the Audit Committee. During the year, the Company has not
entered into any contract/arrangement with related parties which could be considered
materially significant related party transactions. Therefore AOC-2 is not required to be
attached. The details of the transaction with Related Party are provided in the
accompanying financial statement.
EXTRACTS OF ANNUAL RETURNS
The details forming Part of the Extracts of Annual Returns can be accessed through
website of the company i.e.www.amarnathsecurities.co.in.
Shareholders can assess the extract of annual return through link:
www.amarnathsecurities.co.in.
KEY FINANCIAL INFO AMARNATH SECURITIES LIMITED
DISCLOSURE OF INFORMATION AS REQUIRED UNDER SECTION 134 (3) (M) OF THE COMPANIES ACT,
2013(ACT) READ WITH THE COMPANIES (ACCOUNTS) RULES, 2014.
(i) CONVERSION OF ENERGY
The Additional information required under the Act relating to conservation of energy is
not applicable to your company.
(ii) TECHNOLOGY ABSORPTION
The Additional information required under the Act relating to technology absorption is
not applicable to your company.
(iii) FOREIGN EXCHANGE EARNINGS OR OUTGO
The company has no foreign exchange earnings or outgoes during the year under review.
SECRETARIAL STANDARDS
The Ministry of Corporate Affairs notified the Secretarial Standard on Meetings of the
Board of Directors (SS 1) and Secretarial Standard on General Meetings (SS 2) effective
from July 1, 2015.Your Company complies with the same.
Your Company will comply with the other Secretarial Standards issued by the Institute
of Company Secretaries of India (ICSI) as and when they are made mandatory.
Statutory Auditors
M/S SDPM & Co. Chartered Accountants (Firm RegistrationNo.126741W) has been
appointed as Statutory Auditors up to financial year 2026-27.
The Ministry of Corporate Affairs vide its Notification dated May 7,
2018 had dispensed with the requirement of ratification of Auditor's appointment by the
shareholders, every year. Hence, there solution relating to ratification of Auditor's
appointment is not included in the Notice of the ensuing Annual General Meeting.
The Auditors' Report does not contain any qualification, reservation or adverse remark,
Independent Auditors Report Annexed which forms part of this Annual Report.
Internal Auditors
Pursuant to the provision of Section 138 of the Companies Act, 2013 and the Companies
(Accountants) Rules, 2014, the company has adequate internal audit system.
Secretarial Audit
Pursuant to the amended provisions of regulation 24A of the Listing Regulations vide
its notification dated 12 December 2024 and provisions of Section 204 of the Act and Rule
9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
audit committee and the Board of Directors at their respective meetings held on 13th
August, 2025 have approved and recommended the appointment of Mr. Shivam Sharma,
Proprietor of M/s Shivam Sharma & Associates auditor of the Company to hold office for
one term of 5 consecutive years, commencing from financial year 2025-26 to financial year
2029-30. to conduct secretarial audit of the Company and to furnish the secretarial audit
report and secretarial compliance report;
Pursuant to the provision of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personal) Rules, 2014, the company has
appointed M/s Shivam Sharma
& Associates, Company Secretary in Practice to undertake the Secretarial Audit of
the Company. The Report of the Secretarial Audit is as a part of this Annual Report.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company maintains adequate internal control systems, which provide, amongst other
things, adequate support to all its operations and effectively handle the demands of the
Company's financial management systems.
The Company has in place effective systems safeguarding the assets and interest of the
Company and ensuring compliance with law and regulations. The Company's internal control
systems are supplemented by an extensive program of internal audit conducted to ensure
adequate system of internal control.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 134 (5) of Companies Act, 2013, as amended, with
respect to the Directors Responsibility Statement, it is here by confirmed that:
i. In the preparation of the accounts for the financial year ended 31st
March, 2025 the applicable Accounting Standards have been followed along with proper
explanation relating to material pastures; 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 31stMarch, 2025 and of the Profit and Loss of the Company for the
year ended 31stMarch, 2025. 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 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 31stMarch,
2025 on a going concern basis. v. 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. vi. The Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws and those systems we read equate and
operating effectively.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Directors of your company are well experienced with expertise in their respective
fields of technical, finance and strategic and operational management and administration
.None of the directors of your company are disqualified under the provision of companies
Act 2013. During the period under review, no Non-Executive Director of your Company had
any pecuniary relationship or transactions with the Company except as stated elsewhere in
this Report and in the notes to the accounts.
All the appointment of the Directors of the company is in compliance with the
provisions of Section 164 of the Companies Act, 2013.
All Independent Directors have given declarations that they meet the criteria of
independence as laid down under section149 (6) of the Companies Act, 2013 and according to
LODR Regulation.
FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS
In compliance with the requirements of Regulation 25(7) of the Listing Regulations,2015
the Company has put in place a Familiarization Programme for Independent Directors to
familiarize them with the Company, their roles, rights, responsibilities in the Company,
nature of the industry in which the Company operates, business model etc. The details of
the Familiarization Programme conducted are available on the website of the Company
www.amarnathsecurities.co.in
EVALUATION OF PERFORMANCE OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTOR
During the year, the evaluation of the annual performance of individual directors
including the Chairman of the Company and Independent Directors, Board and Committees was
carried out under the provisions of the Act and relevant Rules and the Corporate
Governance requirements as prescribed under Regulation 17 of Listing Regulations, 2015 and
the circular issued by SEBI dated January 5, 2017 with respect to Guidance Note on Board
Evaluation. The Nomination and Remuneration Committee had approved the indicative criteria
for the evaluation based on the SEBI Guidance Note on Board Evaluation.
The Chairman of the Company interacted with each Director individually, for evaluation
of performance of the individual directors.
In a separate meeting of Independent Directors, performance of Non Independent
Directors and performance of the Board as a whole was evaluated. Further, they also
evaluated the performance of the Chairman of the Company, taking into account the views of
the Executive Directors and Non-executive Directors.
The performance of the Board was evaluated by the Board after seeking inputs from all
the Directors on the basis of various criteria such as structure and diversity of the
Board, experience of Director, strategy and performance evaluation, secretarial support,
evaluation of risk, evaluation of performance of the management and feedback, independence
of the management from the Board etc. The performance of the Committees was evaluated by
the Board after seeking inputs from the Committee members on the basis of criteria such as
mandate and composition, effectiveness of the committee, structure of the committee and
meetings, independence of the committee from the Board and contribution to decisions of
the Board. The Nomination and Remuneration Committee reviewed the performance of the
individual Directors on the basis of the criteria such as knowledge and competency,
fulfillment of functions, availability and attendance, initiative integrity contribution
and commitment, independence, independent views and judgment etc.
NUMBER OF MEETINGS OF THE BOARD
The Board of Directors of the Company met 7 (Seven) times during the financial year.
The details of Board Meetings are provided in the Corporate Governance Report, which forms
part of this Annual Report.
For details of meetings of the Board, please refer to the Corporate Governance Report,
which is a part of this report .
COMMITTEES OF THE BOARD
Your company has three (3) statutory committee of the Board of
Director as on March 31, 2025. Details given in the Corporate
Governance Report. Statutory Committees:
? Audit committee
? Nomination and Remuneration Committee ? Stakeholders Relationship Committee
The details pertaining to composition of Audit Committee are included in the Corporate
Governance Report, which forms a part of this Report.
CORPORATE GOVERNANCE REPORT
A detailed Report on Corporate Governance and Certificate of the Auditors of the
Company regarding compliance of the conditions of Corporate Governance as stipulated in
Part C of Schedule V of the Listing Regulations, 2015, are enclosed as a separate section
and forms a part of this Report.
MANAGEMENT DISCUSSION AND ANALYSIS:
Pursuant to Regulation 34 read with Schedule V of the SEBI Listing Regulations, 2015,
detailed review of operations, performance and future outlook of the company is covered
under Management's
Discussion & Analysis which forms a part of this report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY
Being Non-Banking Financial Company (NBFC) Provision of Section 186 of the Companies
Act 2013 is not applicable.
NON-BANKING FINANCIAL COMPANIES (RESERVEBANKOFINDIA) DIRECTIONS
The Company follows the RBI Directive regarding NBFC Business.
PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE
Your Company strongly believes in providing a safe and harassment free workplace for
each and every individual working for the Company through various interventions and
practices. It is the continuous endeavor of the Management of the Company to create and
provide an environment to all its employees that is free from discrimination and
harassment including sexual harassment. The Company has adopted a policy on prevention,
prohibition and redressal of sexual harassment at work place in line with the provisions
of the Sexual Harassment of Women at Work place (Prevention, Prohibition and Redressal)
Act 2013 and the Rules thereunder. The Company arranged various interactive awareness
workshops in this regard for the employees in the Corporate Office during the financial
year. During the financial year ended March 31, 2025 no complaint pertaining to sexual
harassment was received by the Company.
VIGIL MECHANISM POLICY
The company has devised an effective Vigil Mechanism for stakeholders including
Directors, shareholders, employees to report concerns about unethical behavior, actual or
suspected fraud or violation of the company's code of conduct or ethics policy to freely
communicate their concerns about illegal or unethical practices. The policy has been
explained in detail in the website of company i.e.www.amarnathsecurities.co.in.
SIGNIFICANT OR MATERIAL ORDER PASSED BY REGULATORS/COURTS
During the year under review, No Material Order has been passed by the
Regulators/Courts.
SECRETARIAL STANDARDS
The Company is in compliance with applicable Secretarial Standards issued by the
Institute of Company Secretaries of India
DETAILS OF FRAUD, IF ANY REPORTED BY THE AUDITORS
There have been no instances of fraud reported by Auditors pursuant to Section 143(12)
of the Companies Act, 2013.
ANNUAL SECRETARIAL COMPLIANCE REPORT
In view of the exemption provided under Regulation 15(2)(a) of the SEBI (LODR)
Regulations, 2015. As per the said provision, compliance with Regulations 17 to 27 and
Regulation 24A is not mandatory for listed entities having: Paid-up equity share capital
not exceeding 10 crore, and Net worth not exceeding 25 crore, as on the last day of the
previous financial year.
The Company does no have paid up capital and net worth exceeds the above criteria.
Hence, Regulation 24 A is not applicable to the Company
Furthermore, under Regulation 15(2)(a), which states that in case the applicability of
the referred regulations arises at a later date, the listed entity is required to comply
within six months from such applicability.
APPRECIATIONS AND ACKNOWLEDGEMENT:
The Board wish to express their appreciation for the continued cooperation of the
Government of India, Governments of various States in India, bankers, financial
institutions, Shareholders, customers, dealers, suppliers and also, the valuable
assistance. The Directors also wish to than all the employees for their contribution,
Support and continued commitment throughout the year.
|
SD/- |
Date: September 05, 2025 |
Mr. Amit Pandya |
Place: Mumbai |
Whole-time Director |
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DIN: 00676479 |
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