18th ANNUAL GENERAL MEETING On Thursday, REPORT_NITIRAJ... 18th ANNUAL GENERAL MEETING On Thursday,

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  • 18th Annual General Meeting

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    NITIRAJ ENGINEERS LIMITED (CIN: - U31909MH1999PLC119231)

    ===========================

    ANNUAL REPORT 2016-17

    18th ANNUAL GENERAL MEETING On Thursday, the 28th day of September 2017

    At the Catholic Gymkhana Ltd , 47A , Netaji Subhas Road next to the Taraporevala Aquarium, Mumbai –400 002. (Place Other than Registered Office within the City)

    ------------------------------------------- Registered Office:-

    306 A, BABHA BLDGN MARG

    NEAR POLICE STATION MUMBAI – 400011 (MH) IN Contact No:- +91-2562-239080 , Fax No:- 02562-239332

    Website:- www.nitiraj.net , E-Mail Id:- investor@nitiraj.net

    http://www.nitiraj.net/ mailto:investor@nitiraj.net

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    TABLE OF CONTENT

    Particulars Page No.

    Company Information 3-5

    Notice of 18 th

    Annual General Meeting 6-9

    Route Map to venue of AGM 10

    Letter to Shareholders 11

    Chairman‟s Message 12-13

    Director Report 14-40

    CEO/CFO Certification 41-42

    AOC-1 and AOC-2 43-46

    Annual Return (MGT-9) 47-55

    Secretarial Audit Report 56-61

    Corporate Governance Report 62-68

    Auditors Certificate on Corporate Governance 69

    Report on CSR 70-71

    Management‟s Discussion and Analysis 72-75

    Declaration of Independence by Independent Directors 76-81

    Attendance Slip 82

    Proxy Form 83-85

    Auditors Report and Financial Statements (Standalone) -

    Auditors Report and Financial Statements (Consolidated) -

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    COMPANY INFORMATION

    Board of Directors

     Chairman & Managing Director : MR. RAJESH RAGHUNATH BHATWAL

     Whole Time Director : MRS. SHAKUNTALA RAJESH BHATWAL

     & Women Director

     Whole Time Director : MR. HUNG SIN CHUNG HUANYI

     Independent Director : MR. ANIL NANDKISHOR BANGAD

     Independent Director : MR. PRADEEP CHANDRAKANT SHAH

     Independent Director : MR. SHABBIR SADRUDDIN MASANI

     Chief Financial Officer : MR. KAILAS MADANLAL AGRAWAL E-mail: expenses@nitiraj.net

     Company Secretary & Compliance : MR. SURAJ BADRILAL TIWARI Officer E-mail: investor@nitiraj.net

     Registered Office : 306 A Babha Bldgn M, Marg Near Police Station, Mumbai-400011 Maharashtra India

    website: www.nitiraj.net

    E-mail: investor@nitiraj.net

     Corporate Office at : City Survey No. 496 A/3, 4, Behind Gurudwara,

    Dhule-424001

    Email: investor@nitiraj.net

     Statutory Auditors : P.D.DALAL & CO., Chartered Accountants 11,Town Centre I, Andheri

    Kurla Road, Marol, Andheri (East), Mumbai-

    400059

    E-mail Id: askakaria@gmail.com

     Secretarial Auditors : Piyush Anilkumar Wani Practicing Company Secretaries

    1255/1, Behind Manik Chowk

    Nandurbar-425412

    E-mail Id: cspiyushwani@gmail.com

     Shares listed with : National Stock Exchange of India Limited, (SME EMERGE)

    mailto:expenses@nitiraj.net mailto:investor@nitiraj.net http://www.nitiraj.net/ mailto:investor@nitiraj.net mailto:investor@nitiraj.net mailto:cspiyushwani@gmail.com

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     Registrar & Share Transfer Agents : Bigshare Services Private Limited E-2 & 3, Ansa Industrial Estate, Saki-Vihar Road.

    Sakinaka, Andheri(E), Mumbai- 400 072

     Bankers : HDFC Bank Limited, Dhule.

    BOARD COMMITTEES

     Audit Committee

    Mr. Pradeep chandrakant shah : chairman

    Mr. Rajesh raghunath bhatwal : member

    Mr. Anil nandkishor bangad : member

     Nomination and Remuneration Committee

    Mr. Pradeep chandrakant shah : chairman

    Mr. Rajesh raghunath bhatwal : member

    Mr. Anil nandkishor bangad : member

     Stakeholders Relationship Committee

    Mr. Pradeep chandrakant shah : chairman

    Mr. Rajesh raghunath bhatwal : member

    Mr. Anil nandkishor bangad : member

     Corporate Social Responsibility Committee

    Mr. Rajesh raghunath bhatwal : chairman

    Mrs. Shakuntala rajesh bhatwal : member

    Mr. Pradeep chandrakant shah : member

     Internal Complaints Committee

    Mr. Rajesh raghunath bhatwal : chairman

    Mrs. Shakuntala rajesh bhatwal : member

    Mr. Pradeep chandrakant shah : member

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     Sexual HarassmentCommittee

    Mr. Rajesh raghunath bhatwal : chairman

    Mrs. Shakuntala rajesh bhatwal : member

    Mr. Pradeep chandrakant shah : member

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    NOTICE OF THE 18 TH

    ANNUAL GENERAL MEETING

    To,

    The Members,

    NITIRAJ ENGINEERS LIMITED

    (CIN- U31909MH1999PLC119231)

    306 A BABHA BLDGN M MARG

    NEAR POLICE STATION

    MUMBAI - 400011

    NOTICE is hereby given that the 18 th

    Annual General Meeting of NITIRAJ ENGINNERS

    LIMITED will be held on Thursday, 28th September, 2017 at 10:30 a.m. at the Catholic

    Gymkhana Ltd. 47A, Netaji Subhas Road, Next to the Taraporevala Aquarium, Mumbai – 400

    002. (Other than Registered Office within the City)

    TO TRANSACT THE FOLLOWING BUSINESS: -

    ORDINARY BUSINESS:

    1. To consider and if thought fit, to pass with or without modification(s), the

    following resolution as an Ordinary Resolution:

    a) “RESOLVED THAT the Standalone Audited Financial Statements of the Company for the year 2016-17 together with the Reports of the Board of

    Directors‟ and Auditors‟ thereon of the Company for the year 2016-17 as

    presented to the meeting, be and hereby, approved and adopted.”

    b) “RESOLVED THAT the Consolidated Financial Statements of the Company for the year 2016-17 together with the Reports of the Auditors‟ thereon of the

    Company for the year 2016-17 as presented to the meeting, be and hereby,

    approved and adopted.”

    2. To consider re-appointment of Mr. Hung Sin Chung Huanyi (holding DIN :

    01953871), who retires by rotation in terms of Section 152(6) of the companies

    Act,2013 and being eligible offers herself for re- appointment For details of Director

    seeking re-appointment at the Annual General meeting please refer Annexure I

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    3. APPOINTMENT OF AUDITOR

    To appoint M/s. P. D. Dalal & Co., for the Financial Year 2017-18, as Statutory Auditor of the

    Company

    To consider and if thought fit, to pass with or without modification(s), the following resolution

    as an Ordinary Resolution:

    “RESOLVED THAT pursuant to the provisions of Sections 139, 141 and 142 of the Companies

    Act, 2013, M/s. P. D. Dalal & Co., Chartered Accountants, Mumbai (Firm Registration No:

    102047W), be and is hereby re-appointed as the Statutory Auditor of the Company and have

    confirmed their eligibility to be appointed as Auditor in terms of Provision of Section 141 of the

    Act, and Rule 4 of the Rules to audit the accounts upto the conclusion of the forthcoming Annual

    General Meeting of the Company, on a remuneration to be decided by the Board or its

    Committee with the Audit of the Account of the Company for the Financial Year ended March

    31 st 2018.

    By order of the Board of Directors

    NITIRAJ ENGINEERS LIMITED

    (Rajesh Raghunath Bhatwal)

    Managing Director

    DIN- 00547575

    Place : Dhule

    Date : 04 th

    September 2017

    Registered Office:- 306 A BABHA BLDGN

    M MARG NEAR POLICE STATION

    MUMBAI MH 400011

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    NOTES:

    1. A member entitled to attend and vote at the Annual General Meeting is entitled to

    appoint a proxy to attend and vote on poll instead of himself / herself and a proxy

    need not be a member of the Company. The instrument of Proxy in order to be

    effective should be deposited at its Registered Office of the Company not later than

    forty-eight hours before the commencement of the Meeting.

    2. A person can act as a proxy on behalf of members not exceeding fifty and holding in

    aggregate not more than ten percent of the total share capital of the Company

    carrying voting rights. A member holding more than ten percent of the total share

    capital of the Company carrying voting rights may appoint a single person as proxy

    and such person shall not act as a proxy for any other person or shareholders.

    3. In-terms of Section 101 and 136 of the Companies Act, read together with Rules

    made there under electronic copy of the Annual Report and the notice of the Annual

    General Meeting of the Company along with attendance slip and proxy form are

    being sent to all the members whose email IDs are registe