To
The Members,
Focus Business Solution Limited
The Board of Directors has pleasure in presenting herewith their 17th Annual
Report together with the Audited Accounts of your Company for the year ended 31st
March 2024.
FINANCIAL PERFORMANCE
a) The Company's financial performance during the year ended 31st March 2024 compared
to the previous financial year is summarized below:
Particulars |
For the Financial Year
Ended 31st March, 2024 |
For the Financial Year
Ended 31st March, 2023 |
(In lakhs) |
(In lakhs) |
Revenue from operations |
2134.67 |
1836.47 |
Other Income |
1.63 |
2.96 |
(less) Total Expense |
2059.37 |
1780.22 |
Profit Before Depreciation
and finance cost |
123.42 |
105.54 |
Depreciation |
46.64 |
45.37 |
Finance Cost |
0.39 |
0.96 |
Profit/(Loss) before Tax |
76.39 |
59.21 |
Income Tax Expense |
20.72 |
17.57 |
Deferred tax |
(1.36) |
(2.18) |
Profit/ (Loss) After Tax |
57.57 |
43.82 |
PRIMARY BUSINESS & OPERATION OF THE COMPANY
The Company is engaged in the business of debt collection services for
Banks, NBFC and financial institutions. Company entered into the agreements with
India's leading Banks, Financial Institutions and Non-Banking Financial companies to
act as authorised recovery/collection agents on behalf of them. The Company's
strategically is based on aging of delinquent account with emphasis of traditional methods
such as tele-calling and field visits.
The Company achieved the Revenue from Operations of 2134.67 Lakhs during the financial
year ended on 31st March, 2024 as against Rs. 1836.47 Lakhs achieved during the previous
year ended on 31st March, 2023.
During the year Company incurred Net Profit of Rs. 57.57 Lakhs during the financial
year ended on 31st March, 2024 as against Net Profit of Rs. 43.82 Lakhs during the
previous year ended on 31st March, 2023.
TRANSFER TO RESERVES:
The Company has not transfer any amount to the General Reserve Account during the
financial year ended 31st March, 2024.
SUBSIDIARIES AND ASSOCIATE COMPANIES:
The Company does not have any subsidiary or joint venture or Associate Company.
SHARE CAPITAL
Authorized Share Capital
The authorized share capital of the company is increased from Rs.
2,30,00,000 divided into 23,00,000 equity shares of Rs. 10 each to Rs.7,50,00,000 divided
into 75,00,000 equity shares of Rs. 10 each wide Annual general meeting held on dated 29th
July, 2023.
Paid-up Share Capital
The paid up share capital of the Company is increased from Rs. 2,22,20,000 divided into
22,22,000 Equity shares of Rs. 10 each to Rs. 4,59,96,000 divided into 45,99,600 Equity
shares of Rs. 10 each.
? BONUS ISSUE
The Company, following the approval of shareholders granted on July
29, 2023, has issued 17,76,000 (Seventeen Lakh Seventy-Six Thousand) bonus equity shares
of Rs. 10 each. These shares were duly allotted during the Board meeting held on August
24, 2023.
? EMPLOYEES STOCK OPTION PLAN:
Company has implemented Focus Business Solution Limited- Employees
stock Option Scheme 2023 ("FBSL ESOS 2023") upon the approval of shareholders on
July 29, 2023. The FBSL ESOS 2023 Scheme is in compliance with the SEBI (Share Based
Employee Benefits) Regulations, 2014 (SBEB Regulations').
? PREFERENTIAL ISSUE OF EQUITY SHARES
The Company, following the approval of shareholders granted on
March 23, 2024, has issued 6,00,000 (Six Lakhs) equity shares of face value Rs.10/- each,
at an issue price of of Rs. 33.60/- (Rupees Thirty-Three and Sixty paisa only) including
premium of Rs.23.60/-(Rupees Twenty-Three and Sixty paisa only) per Equity Share,
aggregating to Rs.2,01,60,000/- (Rupees Two Crore One Lakh Sixty Thousands Only) for cash
consideration on a preferential basis. These shares were duly allotted during the Board
meeting held on April 2, 2024 upon the receipt of in principle approval from BSE vide
letter dated April 1, 2024.
LISTING FEES
The Company has paid Listing Fees for the Financial Year 2023-24 to the Stock Exchange,
where its Equity Shares are listed.
DIVIDEND
The Board of Directors of your Company, after considering holistically the relevant
circumstances, has decided not to declare dividend and to retain the profits generated
during the financial year for the future growth and stability of the Company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
A. Conservation of energy and technology absorption: Conservation
of energy continues to receive increased emphasis and steps are being taken to reduce the
consumption of energy at all levels. The Company has taken steps to conserve energy in its
office use, consequent to which energy consumption had been minimized. No additional
Proposals/ Investments were made to conserve energy. Since the Company has not carried on
industrial activities, disclosure regarding impact of measures on cost of production of
goods, total energy consumption, etc, is not applicable Therefore provision of section
134(m) is not applicable to the company.
B. Foreign Exchange Earnings and Outgo: There were no foreign exchange earnings and
outgoing for the year ended as on 31st March, 2024.
DIRECTORS
a) Appointment/Cessation:
Re appointment of independent directors:
The Board of Directors has proposed the re-appointment of the
following Independent Directors for their second term, effective from February 28, 2025,
to February 27, 2030 (both days inclusive), at the ensuing Annual General Meeting (AGM):
1. Mr. Pareshkumar Arjanbhai Patel
2. Mr. Tushar Mohanlal Mistry
3. Ms. Saba Banu Bawani b) Retires by rotation
In accordance with the applicable provisions of the Companies Act,
2013 (the Act') and the Articles of Association of the Company Mr.
Mohamedyaseen Muhammadbhai Nathani (DIN: 02759578), Managing Director, retires by rotation
at the ensuing Annual General Meeting (AGM') and being eligible, offers himself
for re-appointment.
c) Key managerial personal
The following persons were designated as Key Managerial Personnel as on 31.03.2024:
1. Mr. Mohamedyaseen Muhammadbhai Nathani - Managing Director & Chairman
2. Mr. Mohamedamin Mohammad Nathani - Whole Time Director
3. Mr. Mohammed Ilyas Shaikh Chief Financial Officer
4. Ms. Dinal Kansadwala - Company Secretary & Compliance officer
The company has compiled with the requirements of having Key managerial Personnel as
per provisions of section 203 of the companies Act, 2013. d) Declaration given by the
Independent Directors
All the Independent Directors have given declarations that they
meet the criteria of independence as laid down under Section 149 (6) of the Act and
Regulation 16 (1) (b) of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, hereinafter referred to as Listing
Regulations'. In the opinion of the
Board, they fulfil the conditions of independence as specified in the
Act and the Listing Regulations and are independent of the management. Further, the
Independent Directors have complied with the Code for Independent Directors prescribed in
Schedule IV to the Act.
e) Directors' Responsibility Statement:
Pursuant to sub-section (5) of Section 134 of the Companies Act,
2013 and to the best of their knowledge and belief and according to the information and
explanations obtained / received from the operating Management, your Directors make the
following statement and confirm 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 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; e. 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; and f. 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.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
During the year under review, the Company has not developed the policy on Corporate
Social Responsibility as the Company does not fall under the prescribed classes of
Companies mentioned under section 135(1) of the Companies Act, 2013.
DISCLOSURE ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company has zero tolerance for sexual harassment at workplace and
has adopted a Policy on prevention, prohibition and redressal of sexual harassment at
workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder for prevention
and redressal of complaints of sexual harassment at workplace.
The Company has not received any complaint on sexual harassment in FY 2023-24.
GOVERNANCE/SECRETARIAL
Corporate Governance Report
Since the Company has listed its securities on SME platform of BSE
Limited during the year under review, the provisions of Corporate Governance as specified
in regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and
para C, D and E of Schedule V of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, are not applicable to the
Company for the financial year ended 31st March, 2024.
BUSINESS RESPONSIBILITY REPORT
Business Responsibility report is not applicable to the Company for the financial year
ended 31st March, 2024.
BOARD MEETINGS
The Board of Directors (herein after called as "the Board") met for Ten times
during the Year under review:
Sr. No. |
Date of Meeting |
Board strength |
No. Of Directors Present |
1 |
01.05.2023 |
05 |
04 |
2 |
23.05.2023 |
05 |
05 |
3 |
05.07.2023 |
05 |
05 |
4 |
24.08.2023 |
05 |
05 |
5 |
15.09.2023 |
05 |
04 |
6 |
04.11.2023 |
05 |
05 |
7 |
11.11.2023 |
05 |
05 |
8 |
06.01.2024 |
05 |
05 |
9 |
23.01.2024 |
05 |
04 |
10 |
22.02.2024 |
05 |
05 |
The intervening gap between the Meetings was within the period prescribed under the
Companies Act, 2013 and SEBI (LODR) Regulations, 2015.
COMMITTEES OF BOARD:
During the year under review, your Directors have constituted wherever
required, the following committees of the Board in accordance with the requirements of the
Companies Act, 2013. The composition, terms of reference and other details of all the
Board level committees have been elaborated in the report.
I. Audit Committee:
The Committee was constituted on 22ndJuly, 2020 and it consists of 3 (Three)
Non-Executive Independent Directors, all three directors are Independent Directors. The
Chairman of the Committee is an Independent Director. The Composition of the 27 Committee
and Attendance of the members are as under:
Sr No. |
Name of the Members |
Designation |
Number of Meeting entitled |
Number of meeting attended |
1. |
Mr. Tushar Mohanlal Mistry |
Chairman (Independent
Director) |
5 |
5 |
2. |
Mr. Pareshkumar Arjanbhai
Patel |
Member (Independent
Director) |
5 |
5 |
3. |
Ms. Saba Banu Bawani |
Member (Independent
Director) |
5 |
5 |
During the year, 5 meetings of the Audit Committee were held during the financial year
2023-24 on following dates: 23.05.2023, 05.07.2023, 24.08.2023, 04.11.2023 and 22.02.2024
Requisite quorum was present during the meetings.
The primary objective of the Audit Committee is to monitor and provide
effective supervision of the management's financial reporting process, to ensure
accurate and timely disclosures, integrity and quality of financial reporting. The
Committee oversees the work carried out in the financial reporting process by the
management, the Statutory Auditors, Internal Auditor, the Cost Auditor, the Secretarial
Auditor and notes the processes and safeguards employed by each of them.
The Composition and the Terms of Reference of the Audit Committee is as mentioned in
the provisions of Section 177 of the Companies Act, 2013 as amended from time to time.
II. Nomination and Remuneration Committee:
The Committee was constituted on 22ndJuly, 2020 and it
consists of 3 (three) non-executive Directors, all three directors are Independent
Directors. The Chairman of the Committee is an Independent Director. The Composition of
the Committee and Attendance of the members are as under is as under:
Sr No. |
Name of the Members |
Designation |
Number of Meeting entitled |
Number of meeting attended |
1 |
Mr. Tushar Mohanlal Mistry |
Chairman (Independent
Director) |
6 |
6 |
2 |
Mr. Pareshkumar Arjanbhai
Patel |
Member (Independent
Director) |
6 |
6 |
3 |
Ms. Saba Banu Bawani |
Member (Independent
Director) |
6 |
6 |
During the year, 6 meetings of the Nomination and Remuneration Committee were held
during the financial year 2023-24 on following dates:
29.06.2023, 24.08.2023, 26.10.2023, 11.11.2023, 06.01.2024 and 22.02.2024
Requisite quorum was present during all the meetings.
The primary objective of the Nomination and Remuneration Committee ("NRC") is
to identify persons who are qualified to become directors and who may be appointed in
senior management in accordance with the criteria laid down including remuneration payable
to the senior management, recommend to the Board their appointment and carry out
evaluation of every director's performance.
The Composition and the Terms of Reference of the nomination & Remuneration
Committee is as mentioned in the provisions of Section 178 of the Companies Act, 2013 as
amended from time to time.
III. Stakeholders' Relationship Committee:
The Committee was constituted on 22nd July, 2020 and it consists of
3 (three) Directors, all three directors are Independent Directors. The Chairman of the
Committee is an Independent Director; The Composition of the Committee and Attendance of
the members are as under is as under:
Sr. No. |
Name of the Members |
Designation |
Number of Meeting entitled |
Number of meeting attended |
1 |
Mr. Pareshkumar Arjanbhai
Patel |
Chairman (Independent
Director) |
04 |
04 |
2. |
Ms. Saba Banu Bawani |
Member (Independent
Director) |
04 |
04 |
3 |
Mr. Tushar Mohanlal Mistry |
Member (Independent
Director) |
04 |
04 |
During the Financial year, 4 (Four) meeting of the Stakeholder Relationship Committee
were held on following dates:
23.05.2023, 05.07.2023, 26.10.2023 and 06.01.2024
The Committee looks into the grievances of the Shareholders related to transfer of
shares, payment of dividend and non-receipt of annual report and recommends measure for
expeditious and effective investor service.
The Composition and the Terms of Reference of the Stakeholder Relationship Committee is
as mentioned in the provisions of Section 178 of the Companies Act, 2013 as amended from
time to time.
The Company has duly appointed Registrar and Share Transfer Agent
(R&T Agent) for servicing the shareholders holding shares in physical or
dematerialized form. All requests for dematerialization of shares are likewise processed
and confirmations thereof are communicated to the investors within the prescribed time.
There were no complaints received during the year ended 31st March 2024.
During the year, one independent directors meeting held on 22.02.2024.
PRESENCE/ATTENDANCE OF DIRECTORS IN THE MEETINGS
Sr. No. |
Name of Director |
Board Meeting |
|
Committee Meeting |
|
AGM |
|
|
No of Meeting held |
No of Meeting attended |
% |
No of Meeting held |
No of Meeting attended |
% |
|
1. |
Mr. Mohamed Amin Mohammad
Nathani |
10 |
10 |
100 |
0 |
0 |
0 |
Yes |
2. |
Mr. Mohamedyaseen
Muhammadbhai Nathani |
10 |
10 |
100 |
0 |
0 |
0 |
Yes |
3. |
Ms. Saba Banu Bawani |
10 |
10 |
100 |
16 |
16 |
100 |
Yes |
4. |
Mr. Pareshkumar Arjanbhai
Patel |
10 |
10 |
100 |
16 |
16 |
100 |
Yes |
5. |
Mr. Tushar Mohanlal Mistry |
10 |
07 |
70 |
16 |
16 |
100 |
Yes |
CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
The company has entered into transactions with related parties in
accordance with the provisions of the Companies Act, 2013 read with rules and the
particulars of contracts or arrangements with related parties referred to in Section
188(1), as prescribed in Form AOC-2 of the rules prescribed under Chapter IX relating to
Accounts of Companies under the Companies
Act, 2013, is appended as "Annexure I".
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
The details of the Investments and Loans covered under the provisions of Section 186 of
the Act are given in the notes to the financial statements.
DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNAL
IMPACTING THE GOING CONCERN STATUS AND THE COMPANY'S OPERATION IN FUTURE:
There were no significant and material orders passed by the Regulators /Courts that
would impact the going concern status of the Company and its future operations.
EXTRACT OF ANNUAL RETURN:
As required pursuant to section 92(3) of the Companies Act, 2013 read
with Section 134(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management
and Administration) Rules, 2014, the copy of Annual Return is available on the website of
the company i.e. www.focusbsl.com
PARTICULARS OF EMPLOYEES & MANAGERIAL REMUNERATION:
Details Pertaining to Remuneration as Required under Section 197(12) Of the Companies
Act, 2013 Read with Rule 5(1), 5(2) & (3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure-III.
AUDITORS AND AUDITORS' REPORT:
Statutory Auditors & their Report
The Company's Statutory Auditors, M/s. Kansariwala & Chevli,
Chartered Accountants (firms' registration no:123689W) were appointed as Statutory
Auditors of the Company for a period of Five year at the 14th Annual General
Meeting held on September 28, 2021 and his remuneration mutually agreed upon by the Board
of Directors and the Statutory Auditors.
There are no observations (including any qualification, reservation,
adverse remark or disclaimer) of the Auditors in their Audit Report that may call for any
explanation from the Directors. Further, the notes to accounts referred to in the
Auditors Report are self-explanatory.
Secretarial Auditor & their Report
Pursuant to the requirements of Section 204(1) of the Act and Rule 9 of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Company has appointed M/s D P Master and Associates, Company Secretary in Practice to
conduct the secretarial audit for the financial year 2023-24. The Secretarial Audit Report
as received from Mr. Dhaval Master, Company Secretary in Practice is appended as
Annexure-II to this Report.
Internal Auditor
The Company has appointed M/s Jariwala & Associates, Chartered
Accountants of the Company as Internal Auditor of the Company for conducing Internal Audit
of Company for the period of 5 years from the Financial Year 2020-2021 to 2024-25,
according to the Section 138 of the Companies Act, 2013 and read with the Rule 13 of The
Companies (Accounts) Rules, 2014.
Cost Auditor
The Company is not required to appoint Cost Auditor and maintain a cost records during
the year under review.
DEPOSITS:
The Company has not accepted any deposits within the meaning of Section 73(1) of the
Companies Act, 2013 and the Rules made thereunder.
MANAGEMENT DISCUSSION & ANALYSIS REPORT
In terms of the provisions of Regulation 34 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Management Discussion & Analysis forms part of the Annual Report and is
annexed as Annexure IV.
THE DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS:
The Company has identified and documented all key internal financial
controls, which impact the financial statements. The financial controls are tested for
operating effectiveness through ongoing monitoring and review process of the management
and independently by the Internal Auditors. In our view the Internal Financial Controls,
affecting the financial statements are adequate and are operating effectively.
MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY:
During the year, there were no material changes which affects the financial position of
the Company.
DETAILS OF APPLICATION UNDER THE IBC 2016, DURING THE YEAR ALONG WITH THEIR STATUS:
During the year under review, there were no applications made or proceedings pending in
the name of the company under the Insolvency Bankruptcy Code, 2016.
DEATAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON THE ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANK AND FINANCIAL INSTITUTIONS:
During under the review, there has been no one time settlement of Loans taken from
Banks and Financial Institutions.
INVESTOR EDUCATION AND PROTECTION FUND
During the year under review, there were no amounts, required to be transferred to the
Investor Education and Protection Fund.
PROHIBITION OF INSIDER TRADING
With a view to regulate trading in securities by the directors and
designated employees, the Company has adopted a Code of Conduct for Prohibition of Insider
Trading. Investor Grievance Redressal During the financial year under review, there were
no pending complaints or share transfer cases as on 31st March 2024.
UTILISATION OF PREFERENTIAL ISSUE PROCEEDS
The Company, following the approval of shareholders granted on March
23, 2024, has issued 6,00,000 (Six Lakhs) equity shares of face value Rs.10/- each, at an
issue price of Rs. 33.60/- (Rupees Thirty-Three and Sixty paisa only) including premium of
Rs.23.60/-(Rupees Twenty-Three and Sixty paisa only) per Equity Share, aggregating to
Rs.2,01,60,000/- (Rupees Two Crore One Lakh Sixty Thousands Only) for cash consideration
on a preferential basis. These shares were duly allotted during the Board meeting held on
April 2, 2024 upon the receipt of in principle approval from BSE vide letter dated April
1, 2024.
The total proceeds from preferential issue received dated on 02.04.2024 amounting
Rs.2,01,60,000/- (Rupees Two Crore One Lakh Sixty Thousands Only) was utilized till date
are as follows.
Objects |
Fund Utilization (In Rs.) |
Funds Utilized till date |
Towards Expansion of Business in other states
and to meet their working capital requirements arising out of Expansion of business |
Rs. 2,01,60,000/-(Rupees Two Crore One Lakh
Sixty Thousands only), |
Rs. 94,00,000 (Rupees Ninety Four Lakhs Only) |
INVESTOR EDUCATION AND PROTECTION FUND
During the year under review, there were no amounts, required to be transferred to the
Investor Education and Protection Fund.
HUMAN RESOURCE DEVELOPMENT
The Company is pleased to report that during the year under reporting, the industrial
relations were cordial.
RISK MANAGEMENT
During the financial year under review, the company has identified and
evaluated elements of business risk. Consequently, a Business Risk Management framework is
in place. The Risk management framework defines the risk management approach of the
company and includes periodic review of such risks and also documentation, mitigation
controls, and reporting mechanism of such risks. The framework has different risk models
which help in identifying risks trend, exposure, and potential impact analysis at a
company level as also separately for business.
EMPLOYEE STOCK OPTIONS:
The Company grants share-based benefits to eligible employees with a
view to attracting and retaining the best talent, encouraging employees to align
individual performances with Company objectives, and promoting increased participation by
them in the growth of the Company.
? Focus Business Solution Limited- Employee Stock Option Scheme 2023
("FBSL-ESOS 2023"):
On July 29, 2023, pursuant to approval by the shareholders, the
Board has been authorized to introduce, offer, issue and provide share-based incentives to
eligible employees of the Company under FBSL ESOS 2023 plan. The maximum number of shares
to be granted under the FBSL ESOS 2023 Plan shall not exceed 2,22,200 equity shares.
Nomination and Remuneration Committee at its meeting held on November 11, 2023 approved
the first grant of 26,400 options to eligible employees under FBSL ESOS 2023 at an
exercise price of Rs. 10/- per option convertible into the equity shares of face value of
Rs. 10/- each of the Company and shall vest within a period of one year from the date of
the grant and shall be exercisable within one year of vesting.
POLICIES ADOPTED BY THE COMPANY
Your company has adopted various policies for the smooth working of the company which
are as follows:
? POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
The current policy is to have an appropriate mix of executive,
non-executive and independent directors to maintain the independence of the Board, and
separate its functions of governance and management. As on 31st March, 2024, the Board
consists of 5 Members, 2 is Executive Director and 3 of who are Non-Executive Independent
Directors.
The Board periodically evaluates the need for change in its composition and size. The
Policy of the Company on
Director's appointment and remuneration, including criteria for
determining qualifications, positive attributes, independence of director and other
matters provided under Section 178(3) of the Companies Act, 2013, adopted by the Board can
be viewed on our website i.e www.focusbsl.com. We affirm that the remuneration paid to the
director is as per the terms laid out in the said policy.
? INSIDER TRADING:
There are many information's that are important and price
sensitive and required to be kept confidential on the part of the company, if the
information is disclosed this will harm the image of the company, in the definition of the
insider it will include all the persons connected with the company including all
employees. The policy relating to this is available on the website of the company.
This policy is applicable to all employees and KMP's of the
company to not to disclose the confidential information of the company which affects the
performance of the company, policy related to this available at the website of the Company
i.e www.focusbsl.com.
? RELATED PARTY TRANSACTIONS:
The Objective of the Policy is to set out:
(a) The materiality thresholds for related party transactions; and
(b) The manner of dealing with the transactions between the Company and
its related parties based on the Act, your company adopted this policy for dealing with
parties in a transparent manner available at the website of the Company i.e
www.focusbsl.com.
? RISK ASSESSMENT AND MANAGEMENT:
Risk is the part of the every one's life, while running any
business there are many kind of risk is involved to minims the business risk and all the
factors that will negativity effects the organization every company tries to follows a
certain procedure for the forecasting of the risk and its management policy relating to
this is available in the website of the Company i.e www.focusbsl.com.
? WHISTLE BLOWER AND VIGIL MECHANISM:
While running the big organization there are certain good and bad
things may be happened in order to control the fraud, misconduct and malpractices this
procedure is adopted by the Company and reporting of this procedure is done under the
vigil mechanism, by adopting this kind of system company can control the unethical acts
and practices policy relating to this is available at the website www.focusbsl.com.
SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI)
The Company has devised proper systems to ensure compliance with the provisions of all
applicable Secretarial Standards issued by the Institute of Company Secretaries of India
and such systems are adequate and operating effectively.
The Company complies with all applicable mandatory Secretarial Standards issued by the
Institute of Company Secretaries of India (ICSI).
OTHERS
Registrar and Transfer Agent:
The Company had appointed Purva Sharegistry (India) Pvt. Ltd as the
Registrar and Transfer Agent (RTA). The Company's RTA have adequate infrastructure to
process investor grievances with regards to transfers, transmission and other such
matters.
Statutory Compliances
The Company has complied with all the statutory requirements. The
Company ensures compliance of the Act, Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, and various statutory
authorities on quarterly/half yearly basis.
Secretarial Standards
The Company has complied with Secretarial Standards issued by the Institute of Company
Secretaries of India on Board and General Meetings of the Company.
CAUTIONARY STATEMENT
Statement in the Annual Report, particularly those which relate to Management
Discussion and Analysis, describing the
Company's objectives, projections, estimates and expectations, may constitute
"forward looking statements " within the meaning of applicable laws and
regulations. Although the expectations are based on reasonable assumptions, the actual
Results might differ.
ACKNOWLEDGEMENTS
Your Directors would like to express their sincere appreciation for the
commitment, dedication and hard work done by the employees of the Company and the positive
co-operation extended by Banks, Government Authorities, Customers and various other
stakeholders. Your Directors also wish to place on record their deep gratitude towards the
shareholders for their continued support and confidence.
For and on behalf of the Board |
Focus Business Solution Limited |