Dear Shareholders,
The Directors present the 39th Annual Report together with the Audited
Statement of Accounts for the financial year ended March 31, 2024.
FINANCIAL RESULTS AND OPERATIONS
The financial performance of your Company for the year ended March 31, 2024 is
tabulated below: (Amount in Lakhs)
|
Standalone |
Consolidated |
Particulars |
2023-24 |
2022-23 |
2023-24 |
2022-23 |
Net Sales /Income from Business Operations |
2745.92 |
34927.12 |
83958.99 |
60428.92 |
Other Income |
4.75 |
7.15 |
846.88 |
7.98 |
Total Income |
2750.67 |
34934.26 |
84805.86 |
60436.89 |
Financial Costs |
741.64 |
277.73 |
755.26 |
297.05 |
Provision for impairment on financial Instruments |
65.31 |
98.05 |
65.31 |
98.05 |
Loss in fair value Measurement |
(2.92) |
17.50 |
(7.00) |
40.83 |
Purchase of Stock in trade |
988.79 |
33066.35 |
83698.60 |
57933.47 |
Cost of Material Consumed |
- |
- |
104.15 |
549.45 |
Changes in Inventories and stock in trade |
111.09 |
(20.67) |
(1056.86) |
(44.76) |
Employee Benefit Expense 77.50 43.85 96.06 |
69.36 |
Depreciation and Amortization Expense |
39.47 |
7.59 |
52.49 |
24.08 |
Other Expenses |
143.09 |
134.87 |
199.60 |
186.73 |
Total Expenses |
2163.97 |
33625.28 |
83907.62 |
59154.26 |
Profit before Exceptional items |
586.70 |
1308.99 |
898.25 |
1282.63 |
Add: Exceptional items |
- |
- |
- |
- |
Net Profit Before Tax |
586.70 |
1308.99 |
898.25 |
1282.63 |
Less: Current Tax |
183.74 |
357.98 |
271.22 |
358.50 |
Less: Deferred Tax liability/(assets) |
(1.04) |
(3.60) |
(8.59) |
(10.75) |
Profit for the Period |
403.99 |
954.61 |
635.62 |
934.88 |
Other Comprehensive Income/(loss) |
|
|
|
|
(A) items that will not be re-classified to profit & loss (net of
tax effect) |
(77.74) |
(896.82) |
(77.74) |
(896.82) |
(B) Income Tax effect on herein above (net of tax effect) |
|
- |
- |
- |
Total other Comprehensive Income |
(77.74) |
(896.82) |
(77.74) |
(896.82) |
Total Comprehensive Income/(Loss) for the pe- riod |
326.26 |
57.79 |
557.88 |
38.06 |
Profit attributable to Equity Holders of the Parent |
- |
- |
569.02 |
37.78 |
Profit attributable to Equity Holders to Non-Con - trolling Interest |
|
- |
(11.15) |
0.28 |
Basic EPS |
0.10 |
0.03 |
0.20 |
0.42 |
During the year under review, the Company achieved a turnover of Rs. 2,745.92 Lakhs as
against Rs. 34,927.12 Lakhs for previous year whereas, the profit of the Company for the
period under review were Rs. 403.99 Lakhs as compared to profit of the company previous
year. Rs. 954.61 Lakhsinthe On consolidated basis, the Company recorded a turnover of Rs.
83958.99 Lakhs during the financialyear 2023-2024 and achieved Net Profit of Rs. 635.62
Lakhs for the said financial Your Company has managed to book good number of profits
during the period under review and your management is optimistic to back on track in near
future and register good volumes with profitability.
BUSINESS OVERVIEW
Your Company is currently engaged in NBFC and Financial activities. The Company intends
to continue focusing on NBFC activities including financing, Inter- corporate Investments
& Capital Market activities. The
Company continues to enhance its business operations by ensuring that our network of
customers increases through our marketing efforts.
We intend to remain diversified in our loan book by strategically focusing on adjacent
high growth and profitable lending businesses and further expand our lending and other
businesses. We intend to continue to focus on developing a diversified funding model to
achieve optimal cost of funds while balancing liquidity and concentration risks. As our
cost of borrowings is determined by our financial discipline and business performance, we
intend to source funding at competitive rates. In particular, with respect to our credit
business, a decrease in cost of borrowings will enable us to price our products in a more
competitive manner. We intend to further diversify and strengthen our profile,
strategically adding additional funding resources.
We intend to continue to grow our loan portfolio by expanding our network through the
addition of new branches. A good reach to customers is very important in our business.
Increasedrevenue,profitabilityand visibility are the factors that drive the branch
network. Our strategy for branch expansion includes further strengthening our presence in
various parts of India by providing higher accessibility to customers.
IMPACT OF CHANGE IN CONTROL AND MANAGEMENT PURSUANT TO OPEN OFFER MADE IN THE PREVIOUS
FINANCIAL YEAR
In the preceding year 2022-23, the Company's erstwhile promoters Mr. Virender Kumar
Agarwal and Mr. Shakul Kumar Agarwal has entered into a Share Purchase Agreement with Mr.
Vikas Garg and Mrs. Seema Garg (hereinafter referred as Acquirers) and Ms. Sukriti Garg
(hereinafter referred as Person Acting in Concert), collectively known as Acquirers to
sell their entire stake in Advik Capital Limited ("the Company")
Consequently, an Open Offer was made by the Acquires. Upon completion of the said open
offer, our Company was acquired by Mr. Vikas Garg and Mrs. Seema Garg in the previous
fiscal i.e., 2022-2023, by acquisition of total 1,73,84,000 Equity Shares and resultantly
the management of your Company underwent a change. In furtherance to change in management
certain other changes took place in company's management, situation and object clauses of
the Memorandum of Association of the Company among others.
After change in the management of the Company, the promoters and the management had
tried their best to continue the growth of the Company and worked upon various factors of
risk that results in the favor of the Company. The experience of the professionals and the
management was impactful in every aspect for the overall growth of the Company.
TRANSFER TO RESERVE
Under section 45-IC (1) of Reserve Bank of India (RBI') Act, 1934, non-banking
financial companies (NBFCs') are required to transfer a sum not less than 20% of its
net profit every year to reserve fund before declaration of any dividend. Accordingly, the
Company has transferred a sum of Rs. 80.80 Lakhs to its reserve fund.
Also, the company has pursuant to Notification of Reserve Bank of India dated January
17, 2011 vide Notification no. DNBS.PD.CC. No.207/03.02.002/2010-11 for making the
Provision of 0.25% for Standard Assets of NBFCs', the Company has transferred a sum
of Rs. 38.42 Lakhs i.e., 0.25% on the Standard Assets of the Company under the Other
Non-Financial Liabilities named "Provision for Bad and Doubtful Debts".
Further the company is complying with all the Reserve Bank of India guidelines as
issued from time to time related to provisioning and reserves.
DIVIDEND
In order to conserve the resources of the Company, your directors have not recommended
any dividend for the yunder review. financial
SHARE CAPITAL
As on March 31, 2024, the Issued and Paid-up Share Capital of the Company stood at Rs.
42,81,53,600/- divided into 42,81,53,600 fully paid-up equity shares of face value of Rs.
1/- per share.
During the financial year 2023-24, to augment the long-term financial resources of the
Company, the members by way of passing special resolution through Postal Ballot on May 18,
2023 approved the increase in Authorized Share Capital of the Company from Rs.
25,00,00,000 (Rupees Twenty-Five Crores) consisting of 25,00,00,000 (Twenty-Five Crores)
Equity Shares of Rs. 1/- (Rupee One) each to Rs. 75,00,00,000 (Rupees Seventy-Five Crores)
consisting of 75,00,00,000 (Seventy-Five Crores) Equity Shares of Rs.1/- (Rupee One) each.
Further, also approved the raising of funds by way of a rights issue for up to an
aggregate amount of Rs. 50 Crore (Rupees Fifty Crore), in accordance with the Companies
Act, 2013 and the rules made thereunder, the Securities and Exchange Board of India (Issue
of Capital and Disclosure Requirements) Regulations, 2018, as amended and other applicable
laws.
The Board of Directors has passed the resolution on April 11, 2023 for raising of funds
by way of a rights issue for up to an aggregate amount of Rs. 50 Crore (Rupees Fifty
Crore). Further, also approved by the members of the Company by passing special resolution
through Postal ballot on May 18, 2023, further, the allotment has been done on October 11,
2023, in accordance with the Companies Act, 2013 and the rules made thereunder.
DEPOSITS
During the period under review the Company has not accepted any public deposits and
therefore no amount on account of principal or interest on public deposits was outstanding
as on the date of the Balance Sheet. In addition of above, the Company is registered as a
Non-Banking Finance Company- Not accepting deposits. Hence, pursuant to Section 45- IA of
the Reserve Bank of India Act, 1934, the Company cannot accept deposits from public, which
is compiled by the Company during the Financial Year. Further, the Directors of the
company assured to carry on the practice of not accepting the same in order to comply with
RBI norms and guidelines in the coming year and the same has been proposed and passed in
the meeting of Board of Directors dated April 29, 2023.
RBI GUIDELINES
The Company continues to comply with all the applicable regulations prescribed by the
Reserve Bank of India ("RBI"), from time to time.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
The Company, being an NBFC registered with the RBI and engaged in the business of
giving loans in ordinary course of its business, is exempt from complying with the
provisions of section 186 of the Act with respect to loans and guarantees. Accordingly,
the disclosures of the loans given as required under the aforesaid section have not been
made in this Report. However, the particulars of loans and investments are provided in the
notes to Financial Statements.
Your Company has neither given the guarantee nor has provided any security during the
year under review except the corporate guarantee and collateral security of Rs. 142.84
Lakhs in favour of its Subsidiary Company Advik Optoelectronics Limited for availing the
bank's credit facility.
SUBSIDIARY & ASSOCIATES COMPANY
During the year, "Advik Optoelectronics Limited" and "Advikca Finvest
Limited" continues to be the subsidiary and a wholly owned subsidiary respectively,
of your Company. Apart from these two there are no other
Associate or Joint Venture Company.
The Annual Report of the Subsidiary Company will be made available for inspection by
the Members of the
CompanyattheRegistered between 11:00 A.M. to 1:00 P.M. on any working day.
Audited Financial Statements of the Subsidiary Companies are also available on the
website of the Company at www.advikcapital.com and shall also be provided to the members
of the Company upon receipt of written requests from them.
During the year, the Board of Directors reviewed the affairs of the subsidiary Company
and pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of Companies
(Accounts) Rules, 2014, Consolidated
Financial Statements of the Company has been annexed to the Annual Report which
reflects the performance and financial position of each of the subsidiary
Further a statement containing salient features of the Financial Statements of the
aforesaid Subsidiary Companies have been provided in Form No. AOC-1 and included in this
Annual Report.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There have been no material changes and commitments affecting the financial position of
your Company occurring between the end of the Financial Year and the date of this Report.
However, major events happened occurred between the end of the financial year to which
these statements relate and the date of the report:
Right Issue of Fully Paid-Up Equity Shares
The Board of Directors has passed the resolution on March 23, 2024 for raising of funds
by way of a rights issue for up to an aggregate amount of Rs. 50 Crore (Rupees Fifty
Crore). Further, it was also approved by the members of the Company by passing special
resolution through Postal ballot on April 25, 2024, in accordance with the Companies Act,
2013 and the rules made thereunder.
WEB ADDRESS FOR ANNUAL RETURN
The Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the
Companies (Management and Administration) Rules, 2014 of your Company for the financial
year under review is available at website of your Company www.advikcapital.com l under the
"Investor Zone" section.
MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and Analysis of the financial conditions, future outlook and
results of the operations of the Company for the year under the review, as stipulated
under Regulation 34(2)(e) of SEBI (LODR) Regulations,
2015 is given under separate section of this Annual Report and forms part of the
Directors' Report.
CORPORATE GOVERNANCE REPORT
The Company believes in adhering to the best corporate governance practices and its
philosophy emphasizes on fair and transparent governance and disclosure practices which
helps your Company to follow the path of its vision and mission. It strongly believes in
developing best corporate governance policies and procedures based on principals of fair
and transparent disclosures, equity, accountability and responsibility. A detailed report
on Corporate Governance, in terms of Regulation 34 of the Listing Regulations is forming
part of the
Annual Report.
A certificate confirming compliance with requirements of Corporate Governance as
enumerated under the extant provisions of Listing Regulations issued by Mr. Pankaj Kumar
Gupta, Proprietor of Kumar G & Co.,
Company Secretaries is also annexed to the said report.
WHISTLE BLOWER POLICY AND VIGIL MECHANISM
In terms of provisions of section 177 of the Companies Act, 2013 and rules framed
thereunder read with
Regulation 22 of the Listing Regulations, your Company has a vigil mechanism in place
for the Directors and
Employees of the Company through which genuine concerns regarding various issues
relating to inappropriate functioning of the organization can be communicated. For this
reason, your Board has formulated a Whistle Blower Policy and uploaded on the website of
the Company at www.advikcapital.com. During the year under review, there has been no
incidence reported which requires action by the Board or Committee.
BOARD OF DIRECTORS
The Board of Directors provides the blue print to the success of any organization, it
plans and implements various strategies to grow not only in numbers but in value and cater
to its stakeholders.
Your Company's Board consists of learned professionals and experienced individuals from
different fields. As on the date of report, your Board comprises of Six Directors, and
Company Secretary. Amongst the directors, three are executive, and three are Non-Executive
Independent Directors including Two Women Independent Directors on the Board. On the
recommendation of Nomination and Remuneration Committee following changes took place in
the composition of Board of Directors:
Sl. No. DIN |
Name |
Designation |
Change |
Incoming Directors |
|
|
|
1. 05357861 |
Mr. Karan Bagga |
Whole time Director cum CEO |
Appointment (w.e.f., April 15, 2023) |
2. 10140086 |
Mr. Pankaj |
Whole time Director (Finance) |
Appointment (w.e.f., June 21, 2023) |
10140086 |
Mr. Pankaj |
CFO |
Appointment (w.e.f., July 01, 2023) |
Outgoing Directors |
|
|
|
1. 09651038 |
Mr. Ashwini Kumar |
Whole-Time Director cum CFO |
Resignation (w.e.f., July 01, 2023) |
2. 09270389 |
Mrs. Gunjan Jha |
Independent Director |
Resignation (w.e.f., July 01, 2024) |
During the financial year under review, Mr. Karan Bagga who was already appointed as an
Additional Director got also appointed as Whole-Time Director cum CEO of the Company
w.e.f. April 15, 2023.
Further, Mr. Pankaj, was appointed as Director in Finance w.e.f., June 21, 2023, who
was further appointed as CFO w.e.f., July 01, 2023. Subsequently, Mr. Ashwini Kumar
resigned from the designation of Whole-Time Director cum CFO of the Company w.e.f., July
01, 2023.
After the closure of Financial Year 2023-24, Mrs. Gunjan Jha has resigned from the
designation of Independent Director of the Company w.e.f., July 01, 2024.
The latest composition of Directors as on the date of report is set out in the table
below:
Name of Directors |
Designation |
Mr. Vikas Garg |
Director and Promoter |
Mr. Karan Bagga |
Whole-Time Director cum CEO |
Mr. Pankaj |
Director cum CFO |
Mr. Devender Kumar Garg |
Independent Director |
Ms. Sony Kumari |
Independent Director |
Ms. Swati Gupta |
Independent Director |
Declarations by Independent Directors
All the Independent Directors have given a declaration under section 149(7) of the Act
confirming that they fulfil the criteria of independence as provided under section 149(6)
of the Act [including compliance of Rule 5 and 6 of Companies (Appointment and
Qualification of Directors) Rules, 2014] and regulations 16(1)(b) & 25 of Listing
Regulations and have also complied with the Code for Independent Directors as prescribed
in Schedule
IV of the Act.
All the Independent Directors of the Company have registered themselves in the data
bank maintained with the Indian Institute of Corporate Affairs, Manesar
(IICA"). In terms of section 150 of the Act read with rule 6(4) of the
Companies (Appointment & Qualification of Directors) Rules, 2014, the Independent
Directors are required to undertake online proficiencyself-assessment test conducted by
the IICA within a period of two (2) year from the date of inclusion of their names in the
data bank. The Independent Directors, whosoever is required, shall undertake the said
proficiency test.
In the opinion of the Board all Independent Directors possess strong sense of integrity
and having requisite experience (including proficiency), qualification, skills and
expertise as well as independent of the management.
There has been no change in the circumstances which may affect their status as
Independent Director during the financial year under review.
None of the Directors disqualifies for appointment under Section 164 of the Companies
Act, 2013
Appointment and Resignation of Key Managerial Personnel
The Board of your Company consisted of the following Key Managerial Personnel (KMP'S)
during the reporting year and thereafter up-to the date of Board Report
1. Company Secretary : |
Ms. Deepika Mishra |
2. Whole-Time Director cum Chief Executive Officer : |
Mr. Karan Bagga |
3. Director cum Chief Financial Officer : |
Mr. Pankaj |
*During the financial year under review, Mr. Karan Bagga was appointed as Whole-Time
Director Cum CEO w.e.f., April 15, 2023.
Further, Mr. Pankaj was appointed on the designation of Director (Finance) cum
Whole-Time Director of the
Company with effect from June 21, 2023.
Further, Mr. Ashwani Kumar has resigned from the designation of Whole-Time Director and
CFO w.e.f. July 01,
2023 and subsequently, Mr. Pankaj, who was already holding the designation of Director
(Finance) cum Whole-
Time Director, was appointed as Chief Financial Officer of the Company on the same
As per the requirement under the provisions of section 203 of the Act, the following
are the Key Managerial Personnel (KMP') of the Company as on the date of this
report:
Name |
Designation |
Mr. Karan Bagga |
Whole-Time Director & CEO |
Mr. Pankaj |
Director & CFO |
Ms. Deepika Mishra |
Company Secretary & Compliance Officer |
There has been no change other than above in the Directors and the Key Managerial
Personnel during the financial year 2023-24.
PERFORMANCE EVALUATION OF THE BOARD
In line with the statutory requirements enshrined under the Companies Act, 2013 and the
Listing Regulations, the Board carried out a performance evaluation of itself, its
Committees, the Chairman and each of the other Directors. The performance evaluation was
carried out on the basis of framework approved by the Nomination and Remuneration
Committee. The Committee had unanimously consented for an in-house' review built on
suggestive parameters. Based on the suggestive parameters approved by the Nomination and
Remuneration Committee, the following evaluations were carried out: Review of
performance of the non- independent Directors and Board as a whole by Independent
Directors. Review of the performance of the Chairperson by the Independent
Directors. Review of Board as a whole by all the Members of the Board.
Review of all Board Committees by all the Members of the Board. Review of
Individual Directors by rest of the Board Members except the Director being evaluated.
Results of all such above referred evaluations were found satisfactory.
AUDITORS a) STATUTORY AUDITORS & AUDIT REPORT
During the previous financial year 2022-23, in terms of the provisions of Section 139
of the Companies
Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, subject to members
approval, the Board of director of your company has appointed M/s. KSMC & Associates,
Chartered Accountants,
(Firm Registration No: 003565N) as the Statutory Auditors of the Company to fill the
casual vacancy caused by the resignation of M/s Garg Anil & Co. Chartered Accountants
(Firm Registration No.
6308N) to hold office till the conclusion of ensuring 37th Annual General Meeting and
for a period of 5 consecutive years from the conclusion of the ensuing 37th Annual General
Meeting till the conclusion of 42nd Annual General Meeting which ought to be held in the
year 2027.
The appointment of M/s. KSMC & Associates, Chartered Accountants, (Firm
Registration No: 003565N) as the Statutory Auditors has been approved by way of passing an
Ordinary Resolution in the 37th Annual General Meeting.
Further, there are no qualifications, reservations, or adverse remarks in the Report
issued by M/s. KSMC
& Associates, Chartered Accountants, Statutory Auditors, for the year under review.
Remarks made in the Report are self- explanatory and do not call for any further comments
from your directors. b) SECRETARIAL AUDIT
Pursuant to Section 204 of the Companies Act, 2013 read with the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the Company has obtained the
Secretarial Audit
Report for the financialyear ended on 31st March, 2024 from M/s. Kumar G & Co.,
Company Secretaries and the same forms part of the Annual Report. The Secretarial Audit
Report does contain some qualifications, reservations or adverse remarks. c) COST AUDIT
Since the Company is engaged in the business of Non-Banking Financial Company,
therefore the provisions of Section 148 of the Companies Act, 2013 regarding maintenance
of Cost Records and Cost Audit is not applicable to the Company as required to be
disclosed under Clause (ix) of sub-rule 5 of Rule 8 of the Companies (Accounts) Rules,
2014. d) INTERNAL CONTROLS SYSTEM AND THEIR ADEQUACY
The Board is responsible for establishing and maintaining adequate internal financial
control as per
Section 134 of the Act. Your Company's internal control systems and processes
commensurate with scale of operations of the Business.
Periodical reviews are carried out by the Internal Auditors and are subject to
assessment and trial to provide reasonable assurance as to reliable information &
compliance. The Internal Audit Report submitted by the Internal Auditor, M/s. G Mansi
& Associates, for the year under review is apprised by the Audit Committee and noted
by the Board.
PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as 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 been annexed to this report as
Annexure A'.
None of the employees of the Company are being paid remuneration exceeding the
prescribed limit under the said provisions and rules.
Further, particulars of employees pursuant to Rule 5(2) & 5(3) of the above Rules
form part of this report. However, in terms of provisions of section 136 of the said Act,
the Annual Report is being sent to all the members of the Company and others entitled
thereto, excluding the said particulars of employees. Any member interested in obtaining
such particulars may write to the Company Secretary at E-mail
advikcapital@gmail.com.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
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. Further during the year under review, the Company has neither earned nor
used any foreign exchange.
MEETINGS
A) BOARD MEETINGS
The Board meets at least once a quarter to review the quarterly results and other items
of the agenda.
During the financialyear ended on March 31, 2024, ten (10) Board Meetings were held and
the gap between the two consecutive meetings was within the statutory limit. Details of
the Board meetings are given in the Corporate Governance Report annexed
herewithforthefinancialyear ended March 31,
2024.
B) DISCLOSURE OF VARIOUS COMMITTEES OF BOARD OF DIRECTORS: I. AUDIT COMMITTEE
The Company has constituted a well-qualified and Independent Audit Committee as
required under Section 177 of the Companies Act, 2013 as also in fulfillment of the
requirements of Regulations 18 of the SEBI (LODR) Regulations, 2015. The primary objective
of the Audit Committee is to monitor and provide effective supervision of the management's
financial reporting process with a view to ensure accurate, timely and proper disclosure
and transparency, integrity and quality of financial reporting. The Audit Committee met
Four (4) times during the financial year. The details of meetings with attendance thereof
and terms of reference of Audit Committee have been provided in the Corporate Governance
Report which forms part of this Report.
II. STAKEHOLDERS' RELATIONSHIP COMMITTEE
The composition of the Stakeholders Relationship Committee is in compliance with the
provisions of Section 178(5) of the Companies Act, 2013 and Regulation 20 of the SEBI
(LODR) Regulations,
2015.
The Stakeholders' Relationship Committee met one (1) time during the financial about
the composition of the said committee of the Board of Directors along with attendance
thereof have been provided in the Corporate Governance Report which forms part of this
Report. III. NOMINATION & REMUNERATION COMMITTEE
In terms of section 178 of the Act read with Companies (Meetings of Board and its
Powers) Rules,
2014 and regulation 19 of the Listing Regulations, your Company has in place duly
constituted
Nomination and Remuneration Committee of the Board of Directors. The details of the
composition of the committee along with other details are available in the Corporate
Governance Report which forms part of this Report.
NOMINATION AND REMUNERATION POLICY
The Board has in accordance with the provisions of sub-section (3) of Section 178 of
the Companies Act, 2013 and as per the Listing regulations, formulated the policy setting
out the criteria for determining qualifications, positive attributes, independence of a
Director and policy relating to remuneration for Directors, Key Managerial Personnel and
other employees which is also available on the Company's website at www.advikcapital.com
INVESTOR RELATIONS
Your Company has been continuously interacting and endeavors to further improve its
engagement with investors/analysts by participating either in-person meetings or through
use of technology i.e., telephone meetings.
CORPORATE SOCIAL RESPONSIBILITY
Provisions of Section 135 of the Companies Act, 2013, read with applicable Rules, is
applicable during the year under review, as in the preceding year 2022-23, the Company
exceeds the limit ofprofitas per section 135 i.e., Rs. 954.61 Lakhs and as per the
provision, 2% of Avg Net profit of the Preceding 3 year is calculated is Rs. 6.91 Lakhs
(Actual amount 6,91,284) and the Company has spent *Rs. 12,44,500 by donation to Bharat
Lok Sikhsha Parishad, Maharaja Agrasen Technical Education Society and Iskcon
Templeduringthefinancialyear 2023-24.
*Due to amount spent is less than Rs. 50 Lakhs, hence the requirement for constitution
of the Corporate Social
Responsibility Committee is not applicable as per Rule 9 of Section 135 of Companies
act, 2013.
TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND
Your Company did 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).
DISCLOSURE REGARDING INTERNAL COMPLAINTS COMMITTEE
The Company has zero tolerance for sexual harassment at workplace and has formulated a
policy on Prevention, Prohibition and Redressal of Sexual Harassment at the workplace, in
line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and rules there under. The Policy aims to provide
protection to employees at the workplace and prevent and redress complaints of sexual
harassment and for matters connected or incidental thereto, with the objective of
providing a safe working environment, where employees feel secure. The said policy is also
uploaded on the website of the Company at www.advikcapital.com. During the year under
review, no compliant was received in this regard.
All the employees of the Company as a part of induction were/are sensitized about the
provisions of the said Act. The Company believes in providing safe working place for the
Women in the Company and adequate protection are given for them to carry out their duties
without fear or favour.
RISK MANAGEMENT
The Board of Directors developed and implemented an appropriate risk management policy
which is entrusted with the responsibility to assist the Board in overseeing and approving
the Company's enterprise-wide risk management framework and overseeing all the risks that
the organization faces, identifying the element of risk which, in the opinion of the Board
may threaten the existence of the company and safeguarding the company against those
risks. of external, operational and other risks enables the Board of Internalfinancial
your company towards identification and mitigation of the risks. The Company's approach to
mitigate business risks is through periodic review and reporting mechanism to the Audit
Committee and the Board and thereby maximizing returns and minimizing risks.
SIGNIFICANT & MATERIAL ORDERS PASSED BY REGULATORS/COURTS, IF ANY material
Therearenosignificant orders passed by the regulators, courts or tribunals having an
impact on the future operations of the Company or its going concern status.
RELATED PARTY TRANSACTIONS
All related party transactions during the year under review were on arm's length basis,
in the ordinary course of business and in compliance with the Policy on Related Party
Transactions of the Company. During the year, the Company has not entered into any
contracts /arrangements / transactions with related parties which could be considered
material in accordance with the policy of the Company on materiality of related party
transactions.
The provisions of Section 188 of the Companies Act, 2013 and/or Regulation 23 of the
SEBI (LODR) Regulations,
2015 were duly complied. The Related Party Transactions are placed before the Audit
Committee and the Board for their approval on quarterly basis.
The policy on Related Party Transactions as approved by the Board is uploaded on the
Company's website www.advikcapital.com. The disclosure on Related Party Transactions is
made in the Notes to Financial Statement of the Company.
COMPLIANCE OF SECRETARIAL STANDARDS
During the year under review the Company has complied with all applicable Secretarial
Standards issued by Institute of Company Secretaries of India.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(3) (C) read with Section 134(5) of the Act, the Directors, to
the best of their knowledge and ability, hereby confirm that:
i. in the preparation of the annual accounts, the applicable accounting standards had
been followed with proper explanation relating to material departures; ii. they have
selected such accounting policies in consultation with Statutory Auditors 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 March 31, 2024 and of the profit and loss of the company for the Financial
Year; iii. theyhavetakenproperandsufficientcare, to the best of their knowledge and
ability, for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting frauds and other irregularities; iv. The annual accounts of the
Company have been prepared 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. They had devised proper systems
to ensure compliance with the provisions of all applicable laws and that such systems were
adequate and operating effectively
DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE,
2016
During the year under review, there were no application made or proceedings pending in
the name of the company under the Insolvency Bankruptcy Code, 2016.
DETAILS OF DIFFRENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION
WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS
Company is engaged in the business of non-banking finance company and haven't availed
any loan from Bank and Financial Institutions; hence, this clause is not applicable.
ACKNOWLEDGEMENT
Your directors acknowledge the efforts of its employees, at all levels, for their
continued hardwork, dedication and commitment towards the growth of the Company.
The Directors also places on record continued support of its investors, clients,
vendors, bankers and financial institutions during the year under review and look forward
for the same in the years to come.
The Company also expresses its sincere gratitude to the Stock Exchanges, Regulatory
Authorities and all the government agencies for the continued support extended during the
year 2023-24.
For and on behalf of the Board of Directors |
Advik Capital Limited |
Pankaj |
Karan Bagga |
CFO cum Director |
CEO cum Whole-Time Director |
(DIN: 10140086) |
(DIN: 05357861) |
Place: Delhi |
Dated: August 30, 2024 |