డైరెక్టర్ల నివేదిక Betala Global Securities Ltd.
Your Directors are pleased to present the Thirty Second (32nd) Annual Report of the Company together with the Audited Standalone Financial Statements for the financial year ended 31st March, 2026.
The financial performance of the Company for the financial year ended 31st March, 2026 is summarized below:
(?in Thousands)
|
Particulars |
FY 2025-26 |
FY 2024-25 |
|
Revenue from Operations |
- |
- |
|
Other Income |
466.94 |
768.17 |
|
Total Income |
466.94 |
768.17 |
|
Total Expenses |
908.44 |
3,461.56 |
|
Profit/(Loss) Before Tax |
(441.50) |
(2,693.39) |
|
Tax Expense |
- |
- |
|
Profit/(Loss) After Tax |
(441.50) |
(2,693.39) |
|
(Figures to be inserted as per the Audited Financial Statements.) |
||
STATE OF AFFAIRS OF THE COMPANY
The Company is primarily engaged in investment activities, granting of loans and allied financial services in accordance with its Memorandum of Association and applicable laws.
During the year, the Company continued its efforts towards recommencing and expanding its business activities and actively pursued opportunities in the field of investments and financial services.
The Company incurred a net loss of ^441.50 Thousands during the financial year ended 31st March, 2026, as compared to a net loss of ? 2,693.39 Thousands during the previous financial year.
Although the Company continued to incur a loss during the financial year, the loss has significantly reduced as compared to the previous financial year. The loss during the year was primarily attributable to expenditure incurred towards strengthening the Company''s statutory and regulatory compliance framework, professional and legal expenses, listing and revocation-related expenses and other administrative costs. The Board believes that these initiatives will support the Company''s future growth and business expansion.
Despite these challenges, the Board believes that the measures undertaken during the year have
strengthened the Company''s governance framework and positioned it for future growth. LISTING STATUS
The equity shares of the Company are listed on BSE Limited. Trading in the equity shares of the Company continues to remain under suspension. During the financial year under review, the Company continued to undertake necessary measures in connection with its application for revocation of suspension of trading before BSE Limited. The Company has complied with the observations communicated by BSE Limited from time to time and submitted the requisite documents and information as required by the Stock Exchange.
The Company has complied with the observations communicated by BSE Limited from time to time and submitted all requisite documents and information in connection with the revocation process. The application for revocation of suspension of trading of the equity shares is presently under consideration by BSE Limited.
COMPLIANCE INITIATIVES DURING THE YEAR
During the financial year under review, the Company continued to strengthen its compliance framework and undertook various corrective measures to ensure compliance with the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.
The application for revocation continues to be under consideration by BSE Limited. The Company remains committed to complying with all applicable statutory and regulatory requirements. Any revocation of suspension and restoration of trading of the Company''s equity shares shall be subject to the approval of BSE Limited and compliance with the applicable regulatory requirements.
In view of the loss incurred during the financial year under review and with a view to conserving the financial resources of the Company, your Directors do not recommend any dividend for the financial year ended 31st March, 2026.
In view of the loss incurred during the financial year under review, no amount has been transferred to the General Reserve.
CHANGE IN THE NATURE OF BUSINESS
There was no change in the nature of the business of the Company during the financial year under review.
During the financial year under review, there was no change in the authorised, issued, subscribed and paid-up share capital of the Company.
Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company as on 31st March, 2026 is available on the website of the Company at: www.betala.net
During the financial year under review, the Company has neither accepted nor renewed any deposits within the meaning of Sections 73 to 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.
Accordingly, there were no deposits outstanding, unpaid or unclaimed as on 31st March, 2026. MATERIAL CHANGES AND COMMITMENTS
No material changes or commitments affecting the financial position of the Company have occurred between the end of the financial year i.e. 31st March, 2026 and the date of this Report, except the proposals relating to the re-appointment of an Independent Director and shifting of the Registered Office of the Company from the State of Tamil Nadu to the State of Maharashtra, which are placed before the Members for their approval at the ensuing Annual General Meeting.
SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
The Company does not have any subsidiary, associate or joint venture within the meaning of the Companies Act, 2013.
Accordingly, the requirement to prepare Consolidated Financial Statements under the provisions of the Companies Act, 2013 does not arise.
INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
During the financial year under review, there was no amount required to be transferred to the Investor Education and Protection Fund in accordance with the provisions of Section 125 of the Companies Act, 2013.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Regulation 34(2)(e) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report forms Annexure - I to this Report and forms an integral part hereof.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As on 31st March, 2026, the Board of Directors comprised the following Directors:
⢠Mr. Roop Chand Betala - Managing Director
⢠Mrs. Purvi Amit Thapar - Independent Director
⢠Mr. Manoj Cherian Samuel - Independent Director
⢠Mr. Vikul Chander - Independent Director
During the financial year under review, there was no change in the composition of the Board of Directors.
Subsequent to the close of the financial year, Ms. Seema Birla resigned from the office of Company Secretary & Compliance Officer of the Company with effect from 31st July 2026. The Board places on record its sincere appreciation for the valuable services rendered by her during her tenure.
Further, Ms. Kinjal Nirmal Vyas was appointed as the Company Secretary & Compliance Officer (Key Managerial Personnel) of the Company with effect from 1st August 2026, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Board places on record its sincere appreciation for the valuable services rendered by Ms. Seema Birla during her tenure as the Company Secretary & Compliance Officer and extends a warm welcome to Ms. Kinjal Nirmal Vyas on her appointment. The Board looks forward to her valuable contribution towards strengthening the Company''s compliance framework and corporate governance practices.
RE-APPOINTMENT OF INDEPENDENT DIRECTOR
The first term of office of Mrs. Purvi Amit Thapar (DIN: 08808563) as an Independent Director concluded on 31st March, 2026.
Based on the recommendation of the Nomination and Remuneration Committee and considering her integrity, qualifications, expertise, experience and valuable contribution to the deliberations of the Board, the Board of Directors, at its Meeting held on 1st April, 2026, approved her reappointment for a second consecutive term of five (5) years commencing from 1st April, 2026 up to 31st March, 2031, subject to the approval of the Members by way of a Special Resolution at the ensuing Annual General Meeting.
The Board is of the opinion that Mrs. Purvi Amit Thapar fulfils the conditions specified under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for her re-appointment as an Independent Director and that she continues to be independent of the Management.
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Independent Directors have also confirmed compliance with the provisions of Section 150 of the Companies Act, 2013, wherever applicable, and have affirmed compliance with the Code for Independent Directors prescribed under Schedule IV to the Companies Act, 2013.
In the opinion of the Board, all the Independent Directors possess the requisite integrity, expertise and experience, including proficiency, required to effectively discharge their duties.
BOARD OF DIRECTORS AND COMMITTEES
Although the provisions relating to Corporate Governance under Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to the Company, the Board believes in maintaining high standards of corporate governance and transparency. Accordingly, the Board has constituted the Committees prescribed under the Companies Act, 2013 and continues to follow sound governance practices.
Board of Directors
As on 31st March, 2026, the Board of Directors comprised four (4) Directors, one Chief Financial Officer and one Company Secretary.
The composition of the Board as on 31st March, 2026 was as under:
|
Name of Director |
Category |
|
Mr. Roop Chand Betala |
Managing Director |
|
Mrs. Purvi Amit Thapar |
Independent Director |
|
Mr. Manoj Cherian Samuel |
Independent Director |
|
Mr. Vikul Chander |
Independent Director |
During the Financial Year 2025-26, Five (5) Meetings of the Board of Directors were held on:
⢠20th May, 2025
⢠17th June, 2025
⢠17th July, 2025
⢠28th October, 2025
⢠21st January, 2026
The intervening gap between any two consecutive Board Meetings did not exceed one hundred and twenty days, as prescribed under the Companies Act, 2013 and Secretarial Standard-1 on Meetings of the Board of Directors.
The attendance of the Directors at the Board Meetings is given below:
|
Name of Director |
Board Meetings Held |
Board Meetings Attended |
|||
|
Mr. Roop Chand Betala |
5 |
5 |
|||
|
Mrs. Purvi Amit Thapar |
5 |
5 |
|||
|
Mr. Manoj Cherian Samuel |
5 |
5 |
|||
|
Mr. Vikul Chander |
5 |
5 |
|||
|
The details of attendance of the Directors at the Thirty First (31st) Annual General Meeting of the Company are given below: |
|||||
|
Name |
AGM Attended |
||||
|
Roop Chand Betala |
Yes |
||||
|
Purvi Amit Thapar |
Yes |
||||
|
Manoj Cherian Samuel |
Yes |
||||
|
Vikul Chander |
Yes |
||||
The Board has reviewed the declarations and confirmations received from the Directors and is satisfied that none of the Directors is disqualified from being appointed or continuing as a Director under the provisions of the Companies Act, 2013.
The Audit Committee has been constituted in accordance with the provisions of Section 177 of the Companies Act, 2013.
The Committee assists the Board in overseeing the integrity of the Company''s financial statements, internal financial controls, audit process, statutory compliance, risk management framework and other matters entrusted to it by the Board.
During the Financial Year 2025-26, Five (5) meetings of the Audit Committee were held on:
⢠20th May, 2025
⢠17th June, 2025
⢠17th July, 2025
⢠28th October, 2025
⢠21st January, 2026
The composition of the Audit Committee and attendance of its Members are as follows:
|
Name of Member |
Category |
Position |
Meetings Held |
Meetings Attended |
|
Mr. Vikul Chander |
Independent Director |
Chairman |
5 |
5 |
|
Mr. Manoj Cherian Samuel |
Independent Director |
Member |
5 |
5 |
|
Mr. Roop Chand Betala |
Managing Director |
Member |
5 |
5 |
All recommendations made by the Audit Committee during the financial year were accepted by the Board.
NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee has been constituted pursuant to the provisions of Section 178 of the Companies Act, 2013.
The Committee is responsible for identifying persons qualified to become Directors and Key Managerial Personnel, recommending their appointment and remuneration, formulating the criteria for determining qualifications, positive attributes and independence of Directors and carrying out the annual performance evaluation of the Board, its Committees and individual Directors. During the financial year, the Committee also considered and recommended the reappointment of Mrs. Purvi Amit Thapar as an Independent Director of the Company for a second consecutive term of five years commencing from 1st April, 2026, subject to the approval of the Members.
During the Financial Year 2025-26, One (1) meeting of the Committee was held on: 20th May, 2025 The composition of the Committee and attendance of its Members are as follows:
|
Name of Member |
Category |
Position |
Meetings Held |
Meetings Attended |
|
Mr. Vikul Chander |
Independent Director |
Chairman |
1 |
1 |
|
Mr. Manoj Cherian Samuel |
Independent Director |
Member |
1 |
1 |
|
Mrs. Purvi Amit Thapar |
Independent Director |
Member |
1 |
1 |
The Nomination and Remuneration Policy formulated by the Company is available on the website of the Company.
Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual evaluation of its own performance, the performance of the Board Committees and individual Directors.
The evaluation was carried out having regard to various parameters including the composition of the Board, effectiveness of deliberations, strategic guidance, governance practices, participation in meetings, professional expertise, integrity, independence and contribution towards the growth of the Company.
The Independent Directors also reviewed the performance of the Non-Independent Directors, the Chairman and the Board as a whole at their separate meeting.
The Board is satisfied with the performance of the Board, its Committees and individual Directors.
STAKEHOLDERS'' RELATIONSHIP COMMITTEE
The Stakeholders'' Relationship Committee has been constituted pursuant to the provisions of Section 178 of the Companies Act, 2013.
The Committee oversees transfer and transmission of securities, issue of duplicate share certificates, dematerialisation and rematerialisation of securities, redressal of investor grievances, monitoring of investor services rendered by the Registrar and Share Transfer Agent and such other matters relating to shareholders and investors.
During the Financial Year 2025-26, Five (5) meetings of the Committee were held on:
⢠20th May, 2025
⢠17th June, 2025
⢠17th July, 2025
⢠28th October, 2025
⢠21st January, 2026
The composition of the Committee and attendance of its Members are as follows:
|
Name of Member |
Category |
Position |
Meetings Held |
Meetings Attended |
|
Mr. Vikul Chander |
Independent Director |
Chairman |
5 |
5 |
|
Mr. Manoj Cherian Samuel |
Independent Director |
Member |
5 |
5 |
|
Mr. Roop Chand Betala |
Managing Director |
Member |
5 |
5 |
During the financial year under review, no investor complaints were received, resolved or remained pending as on 31st March, 2026.
SEPARATE MEETING OF INDEPENDENT DIRECTORS
Pursuant to Schedule IV of the Companies Act, 2013, a separate meeting of the Independent Directors was held on 20th May, 2025, without the attendance of the Managing Director and members of the management.
The Independent Directors reviewed:
⢠the performance of the Non-Independent Directors and the Board as a whole;
⢠the performance of the Chairperson of the Company; and
⢠the quality, quantity and timeliness of the flow of information between the management and the Board.
The Independent Directors expressed satisfaction with the performance of the Board, its COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with the applicable provisions of Secretarial Standard-1 (Meetings of the Board of Directors) and Secretarial Standard-2 (General Meetings) issued by the Institute of Company Secretaries of India and approved by the Central Government.
Pursuant to Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provisions relating to Corporate Governance specified under Regulations 17 to 27 and clauses (b) to (i) and (t) of Regulation 46(2) and Paras C, D and E of Schedule V are not applicable to the Company, as the Company''s paid-up equity share capital and net worth were below the prescribed thresholds as on the last day of the previous financial year.
Accordingly, a separate Report on Corporate Governance is not required to be annexed to this Annual Report.
FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS
The Company believes that an effective Familiarisation Programme enables the Independent Directors to understand the Company''s business, industry dynamics, regulatory environment and their roles, rights and responsibilities as Directors.
The Independent Directors are periodically updated on changes in the legal and regulatory framework, business operations, financial performance, risk management practices and significant developments affecting the Company through presentations, Board discussions and periodic updates. This enables them to effectively contribute to the deliberations of the Board and discharge their responsibilities efficiently.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm that:
(a) in the preparation of the annual financial statements, the applicable Indian Accounting Standards and other applicable accounting standards have been followed and there are no material departures;
(b) appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2026 and of the loss of the Company for the financial year ended on that date;
(c) proper and sufficient care has been taken 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 fraud and other irregularities;
(d) the annual financial statements have been prepared on a going concern basis;
(e) the Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively; and
(f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.
M/s. CRBS & Associates LLP, Chartered Accountants (Firm Registration No. 002957S), continue as the Statutory Auditors of the Company and hold office in accordance with the provisions of Section 139 of the Companies Act, 2013.
The Statutory Auditors have audited the Standalone Financial Statements of the Company for the financial year ended 31st March, 2026.
The Statutory Auditors'' Report on the Standalone Financial Statements forms part of this Annual Report.
The Statutory Auditors have issued an unmodified opinion on the Standalone Financial Statements of the Company for the financial year ended 31st March, 2026. The Auditors have included an Emphasis of Matter regarding the Company''s ability to continue as a going concern and have also made certain observations in Annexure ''A'' to their Report.
The Board''s comments on the observations are as under:
|
Auditor''s Observation |
Board''s Reply |
|
Emphasis of Matter -Going Concern |
The Board has carefully considered the observation of the Statutory Auditors regarding the Company''s ability to continue as a going concern. The Company did not generate business income during the financial year under review. However, the Company has continued its efforts towards recommencing and expanding its business activities and continues to actively pursue opportunities in the areas of investment activities, granting of loans and allied financial services in accordance with its objects and applicable laws. Further, the Company has undertaken significant measures towards strengthening its regulatory and compliance framework and has substantially complied with the requirements communicated by BSE Limited in connection with its application for revocation of suspension of trading in its equity shares. The said application is presently under consideration by BSE Limited and the outcome thereof remains subject to the decision of BSE Limited and compliance with applicable regulatory requirements. The management has also formulated plans for future business operations and continues to evaluate and pursue suitable business opportunities. The Board is of the view that these measures and the Company''s ongoing business initiatives provide a basis for continuing operations. Accordingly, the financial statements have been prepared on a going concern basis, which the Board considers appropriate in the circumstances. The Board acknowledges the uncertainty referred to by the Statutory Auditors and will continue to monitor the Company''s financial position, business operations and regulatory developments. |
|
Accounting software with Audit Trail |
The Board has taken note of the observation regarding the maintenance of books of account using accounting software having an audit trail (edit log) feature as required under Rule 3(1) of the Companies (Accounts) Rules, 2014. Necessary steps have |
|
already been initiated to implement compliant accounting |
|
|
software, and the Company shall ensure compliance with the |
|
|
applicable provisions going forward. |
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors, based on the recommendation of the Audit Committee, has appointed M/s. Priya Shah & Associates, Practising Company Secretaries (Firm Registration No. S2019MH668500), a Peer Reviewed Firm, as the Secretarial Auditors of the Company for a period of five consecutive years commencing from 1st April, 2025 to 31st March, 2030, subject to the approval of the Members at the ensuing Annual General Meeting.
The Secretarial Audit Report for the financial year ended 31st March, 2026 forms part of this Annual Report as Annexure - 3.
The observations made by the Secretarial Auditor, wherever applicable, together with the Board''s comments thereon are provided below:
|
Secretarial Auditor''s Observation |
Board''s Reply |
|
Non-appointment of Internal Auditor |
The Board has taken note of the observation and has initiated the process for appointment of an Internal Auditor in accordance with Section 138 of the Companies Act, 2013. |
|
Independent Director Databank |
The Independent Directors has been advised to renew the registration in the Independent Directors'' Databank and the same shall be completed shortly. |
|
Non-payment of Listing Fees |
The Board has taken note of the observation. The Company has already initiated necessary steps for payment of the outstanding Annual Listing Fees payable to BSE Limited. The Management is committed to regularising the same at the earliest and ensuring timely payment of the Annual Listing Fees in future. |
|
Regularisation of Ms. Purvi Amit Thapar |
The Board has taken note of the observation. The proposal for reappointment of Mrs. Purvi Amit Thapar (DIN: 08808563) as an Independent Director for a second consecutive term of five (5) consecutive years commencing from 1st April, 2026 has been included in the Notice convening the 32nd Annual General Meeting of the Company for the approval of the Members. Upon approval by the Members, the Company shall complete all consequential statutory filings, including filing of e-Form DIR-12, within the prescribed timelines. |
|
Structured Digital Database |
The Company has initiated the process of implementing a Structured Digital Database software and shall ensure compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015. |
|
Section 186 |
The Board has taken note of the observation. The matter pertains to transactions of an earlier period. The Company shall ensure compliance with the provisions of Section 186 of the Companies Act, 2013, including obtaining prior approvals, wherever applicable, for all future transactions. |
|
Regulation 46 & 47 |
Necessary steps have already been initiated for updating the website and ensuring compliance with Regulations 46 and 47 of the SEBI (LODR) Regulations, 2015. |
The Board is committed to ensuring full compliance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.
The appointment of an Internal Auditor is applicable to the Company in terms of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014.
The Company could not appoint an Internal Auditor during the financial year. The Board has taken note of the observation made by the Secretarial Auditor and shall ensure compliance with the provisions of Section 138 of the Companies Act, 2013.
The maintenance of cost records as specified under Section 148(1) of the Companies Act, 2013 is not applicable to the Company considering the nature of its business activities.
Accordingly, the requirement for appointment of a Cost Auditor does not arise.
The Company has in place adequate internal financial controls commensurate with the size, nature and complexity of its business. The internal control framework is designed to ensure the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.
The Board periodically reviews the adequacy and effectiveness of the internal financial controls and is satisfied that the internal financial controls were adequate and operating effectively during the financial year under review.
The Company has established appropriate processes for identification, assessment, monitoring and mitigation of various business risks.
The Board periodically reviews the Company''s risk management framework to identify, evaluate and mitigate strategic, operational, financial, legal and regulatory risks. The Directors are satisfied that appropriate systems have been established for effective risk management and internal control.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to the provisions of Section 177 of the Companies Act, 2013, the Company has established a Vigil Mechanism / Whistle Blower Policy for Directors and employees to report genuine concerns regarding unethical behaviour, actual or suspected fraud or violation of the Company''s Code of Conduct.
The Policy provides adequate safeguards against victimisation of persons who use the mechanism.
During the financial year under review, no complaint was received under the Vigil Mechanism.
POLICY ON APPOINTMENT OF DIRECTORS AND REMUNERATION
The Company has adopted a Nomination and Remuneration Policy in accordance with Section 178 of the Companies Act, 2013.
The Policy lays down the criteria for appointment of Directors, Key Managerial Personnel and Senior Management Personnel and also provides for remuneration based on qualifications, experience, performance, integrity and other applicable criteria.
The Policy is reviewed periodically by the Nomination and Remuneration Committee and is available on the website of the Company.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Particulars of loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of the Notes to the Standalone Financial Statements forming part of this Annual Report.
All Related Party Transactions entered into during the financial year under review were in the ordinary course of business and on an arm''s length basis and were in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
There were no material Related Party Transactions entered into during the financial year requiring approval of the Members under the Companies Act, 2013 or the SEBI Listing Regulations.
Accordingly, the disclosure in Form AOC-2 prescribed under Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable to the Company.
The Policy on Related Party Transactions is available on the website of the Company at www.betala.net.
PARTICULARS OF EMPLOYEES AND REMUNERATION
The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms Annexure - 2 to this Report.
None of the employees of the Company was in receipt of remuneration in excess of the limits prescribed under Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
CORPORATE SOCIAL RESPONSIBILITY
The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility were not applicable to the Company during the financial year under review. Accordingly, the Company was not required to constitute a Corporate Social Responsibility Committee or formulate a CSR Policy.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an appropriate policy for prevention, prohibition and redressal of sexual harassment at the workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Company has constituted an Internal Committee in compliance with the provisions of the said Act.
During the financial year under review:
⢠Number of complaints received: Nil
⢠Number of complaints disposed of: Nil
⢠Number of complaints pending as on 31st March, 2026: Nil
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
The requirement relating to submission of the Business Responsibility and Sustainability Report (BRSR) under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 was not applicable to the Company during the financial year under review.
SIGNIFICANT AND MATERIAL ORDERS
During the financial year under review, no significant or material orders were passed by any Regulator, Court or Tribunal which would impact the going concern status of the Company or its future operations.
During the financial year under review, no fraud has been reported by the Statutory Auditors under Section 143(12) of the Companies Act, 2013.
The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India relating to Meetings of the Board of Directors and General Meetings.
The maintenance of cost records as specified under Section 148(1) of the Companies Act, 2013 is not applicable to the Company considering the nature of its business.
INSOLVENCY AND BANKRUPTCY CODE, 2016
During the financial year under review, no application was made or any proceeding was pending against the Company under the Insolvency and Bankruptcy Code, 2016.
During the financial year under review, the Company did not enter into any one-time settlement with any Bank or Financial Institution.
Accordingly, disclosure under Rule 8(5)(xii) of the Companies (Accounts) Rules, 2014 is not applicable.
Your Directors place on record their sincere appreciation for the continued support and confidence reposed by the Members, customers, bankers, financial institutions, business associates, regulatory authorities, BSE Limited and various Government authorities.
The Directors also acknowledge the dedication, commitment and valuable contribution made by the employees of the Company during the financial year and look forward to their continued support in the years ahead.
Y our directors present the 30th Annual Report together with the financial statements for the
year ended 31st March 2024.
FINANCIAL SUMMARY:
The financial highlights for the year under review are as follows:
(Amount Rupees in L acs)
|
Particulars |
Year Ended 31.03.2024 |
Year Ended 31.03.2023 |
|
Revenue from operations |
- |
- |
|
Other revenues |
8.13 |
7.29 |
|
Total revenue |
8.13 |
7.29 |
|
Total expenses |
9.24 |
36.72 |
|
Profit before tax |
(1.11) |
(29.43) |
|
Provision for Tax |
- |
- |
|
Profit after Tax |
(1.11) |
(29.43) |
BUSINESS ACTIVITIES:
Betala Global Securities Limited ("the Company") was promoted by Mr. Roop Chand Betala.
The Company is acting as an Investment Broker in Securities markets (Purchase and sale of
securities) and a Loan and Financial advisory including granting of Unsecured Loans.
COMPANY''S PERFORMANCE:
During the year, the Company has suffered loss of Rs. 1.11 Lacs against previous year loss of Rs.
29.43 lacs.
DIVIDEND:
The Board of Directors has not recommended any dividend for the financial year 2023-24 due to
inadequate profit. (Previous year: NIL).
EXTRACT OF ANNUAL RETURN:
The Extract of Annual Return in form MGT-9 pursuant to the provisions of Section 92 read with
rule 12 of the Companies (Management and Administration) Rules, 2014 is placed on the website
of the Company and accessed at: www.betala.in.
DEPOSITS:
During the year under review, Your Company has neither accepted/ invited any deposits from
public falling within the ambit of Section 73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014 nor did any deposits remain unpaid or unclaimed during
the year under review.
CONSOLIDATED FINANCIAL RESULTS:
The Company has no subsidiary, associate, and joint venture companies and therefore,
preparation and presentation of Consolidated Financial Statements does not arise for the year
ended 31st March 2024.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION & PROTECTION
FUND:
There was no transfer during the year to the Investor Education and Protection Fund in terms of
Section 125 of the Companies Act, 2013.
SHARE CAPITAL:
During the financial year 2023-24, there is no change in the share capital of the company.
NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE THE
SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:
The Company has no Subsidiaries, Joint Ventures or Associate Companies. During the year no
companies have become or ceased to be the subsidiaries, joint ventures or associates of the
Company.
RESERVES:
As the Company is not declaring Dividend, the requirement to transfer the profit to the General
Reserve did not arise.
MANAGEMENT DISCUSSION & ANALYSIS:
A detailed analysis of performance of the Industry and the Company is provided in the
Management Discussion and Analysis Report as Annexure - I, which forms an integral part of
this report.
DIRECTORS'' RESPONSIBILITY STATEMENT:
In accordance with Section 134(5) of the Companies Act, 2013, your Board of Directors confirms
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 2023-24 and of the 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; and
(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.
COMPLIANCE OF SECRETARIAL STANDARDS:
The Company has in compliance with applicable Secretarial Standards issued by the Institute of
Company Secretaries of India, during the financial year.
CORPORATE GOVERNANCE:
Your Company always places a major thrust on managing its affairs with diligence, transparency,
responsibility and accountability thereby upholding the important dictum that an Organization''s
corporate governance philosophy is directly linked to high performance. The Company
understands and respects its fiduciary role and responsibility towards its stakeholders and
society at large and strives to serve their interests, resulting in creation of value for all its
stakeholders.
The Company is exempted from the compliance with the corporate governance provisions as
specified in regulations 17, 17A, 18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of
sub-regulation (2) of regulation 46 and para C, D and E of Schedule V as the Company''s paid up
equity share capital not exceeded rupees ten crores and net worth not exceeded rupees twenty
five crores, as on the last day of the previous financial year.
MEETINGS OF THE BOARD:
Five meetings of the Board of Directors of the Company were held during the year. The Directors
actively participated in the meetings and contributed valuable inputs on the matters brought
before the Board from time to time. The intervening gap between the Meetings was within the
period prescribed under the Companies Act, 2013.
COMMITTEES OF THE BOARD & COMMITTEE:
BOARD OF DIRECTORS: As on 31st March 2024, the Board of the Company consisted of 5
Directors, Chief Financial Officer and Company Secretary. Accordingly, the composition of the
Board is in conformity with Regulation 17 of the Listing Regulations.
During the financial year 2023-2024, the Board of Directors met 5 times on the following dates
27th April 2023, 19th July 2023, 9th October 2023, 9th January 2024 and 28th March, 2024.
The gap is not more than one hundred and twenty days between two consecutive meetings of
the Board. The composition of the Board of Directors is summarized below as on 31st March 2024:
|
Name of the Directors |
Executive/ Non-executive |
Promoter /Independent |
|
Mr.Roop Chand Betala |
Chairman, Chief-Executive Officer, |
Promoter |
|
Mr.S.Sasikumar* |
Non-executive |
Independent |
|
Mr.Rajiv Udani* |
Non-executive |
Independent |
|
Mrs. Purvi Amit Thapar |
Non-executive (Women) |
Independent |
|
Mr. Manoj Cherian Samuel |
Non-executive |
Independent |
* Resigned w.e.f. 31st March 2024
During the year none of the Directors of the Company:
- Has held or holds office as a director, including any alternate directorship, in more than twenty
companies at the same time and maximum number of directorships in public companies does
not exceed ten as per the provision of Section 165 of Company Act, 2013.
- Has held or holds office of directorships, including any alternate directorships in more than
eight listed entities as per the provision of 17A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
- Has not serve as an independent director in more than seven listed entities and whole-time
director has not serve as an independent director in not more than three listed entities.
- Is a Member of more than 10 (ten) Committees and Chairman / Chairperson of more than 5
(five) Committees across all the Indian public limited companies in which he / she is a Director.
AUDIT COMMITTEE:
Audit Committee of the Board of Directors is entrusted with the responsibility to supervise the
Company''s internal controls and financial reporting process. The quorum, power, role and scope
are in accordance with Section 177 of the Companies Act, 2013 and the provisions of Regulation
18 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.
The terms of reference of the committee inter alia include overseeing the Company''s financial
reporting process and disclosures of financial information. The responsibility of the committee
inter alia is to review with the management, the consolidated and standalone quarterly/annual
financial statements prior to recommending the same to the Board for its approval.
The committee reviews the reports of the internal and statutory auditors and ensures that
adequate follow-up action is taken by respective auditors. The management on observations and
recommendations made by the respective auditors. The Audit Committee also assures the Board
about the adequate internal control procedures and financial disclosures commensurate with the
size of the Company and in conformity with requirements of the new Listing Regulations. The
Board has been reviewing the working of the Committee from time to time to bring about greater
effectiveness in order to comply with the various requirements under the Companies Act, 2013
and the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.
The committee recommends to the board, the appointment or re-appointment of the statutory
auditors and internal auditors of the Corporation and their remuneration. The committee and
auditors discuss the nature and scope of audit and approves payment of fees for other services
rendered by the statutory auditors. The committee also annually reviews with the management
the performance of statutory and internal auditors of the Corporation to ensure that an objective,
professional and cost-effective relationship is being maintained.
During the financial year 2023-2024, the Audit Committee of the Company met Five times on,
27th April 2023, 19th July, 2023, 9th October 2023, 9th January 2024 and 28th March, 2024.
The gap is not more than one hundred and twenty days between two Audit Committee meetings
The Composition of the Audit Committee is given herein below as on 31st March 2024:
|
Name of the Members |
Independent / Non¬ |
Position |
Meetings |
|
|
Held |
Attended |
|||
|
Mr .S.Sasikumar* |
Independent |
Chairman |
4 |
4 |
|
Mr. RajivUdani* |
Independent |
Member |
4 |
4 |
|
Mr. Roop Chand Betala |
Non- Independent |
Member |
4 |
4 |
|
Mr. Manoj Cherian Samuel |
Independent |
Member |
0 |
0 |
* Resigned w.e.f. 31st March 2024
NOMINATION AND REMUNERATION COMMITTEE:
The terms of reference of Nomination and Remuneration Committee include the matters
specified in Regulation 19 read with Part D of Schedule II of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and section 178 of the Companies Act, 2013.
The terms of reference of the committee inter alia include formulation of the criteria for
determining qualifications, positive attributes and independence of a director and recommend
to the board a policy, relating to the remuneration of the directors, key managerial personnel,
senior management and other employees of the Company. The committee formulates the criteria
for evaluation of the Chairman, independent directors, non-executive directors, the Board as a
whole and Board committee.
The committee''s function includes identifying persons who are qualified to become directors of
the Company, recommending their appointment or re-appointment of the existing directors to
the Board, ensuring that such persons meet the relevant criteria prescribed under applicable laws
including qualification, area of expertise and experience, track record and integrity and
reviewing and approving the remuneration payable to the executive directors of the Company
within the overall limits as approved by the shareholders.
During the year under review, the committee met 3 times. The meeting was held on 9th October,
2023,9th January, 2024 and 28th March 2024.
The Composition of the Nomination and Remuneration Committee is given herein below as on
31st March 2024:
|
Name of the Members |
Independent / Non¬ |
Position |
Meetings |
|
|
Held |
Attended |
|||
|
Mr. RajivUdani |
Independent |
Chairman |
3 |
3 |
|
Mr. S.Sasikumar |
Independent |
Member |
3 |
3 |
|
Mrs. Purvi Amit Thapar |
Independent |
Member |
3 |
3 |
|
Mr. Manoj Cherian Samuel |
Independent |
Member |
0 |
0 |
* Resigned w.e.f. 31st March 2024
Performance Evaluation criteria for Independent Directors:
Based on the recommendation of the Nomination and Remuneration Committee and as
approved by the Board, the performance of the individual Non-Independent Directors are
evaluated annually on basis of criteria such as qualifications, experience, knowledge and
competency, fulfillment of functions, ability to function as a team, initiative, availability and
attendance, commitment (as a Director), contribution and integrity.
Each individual Independent Director is reviewed, based on the additional criteria of
independence and independent views and judgment. Similarly, the performance of the Chairman
is evaluated based on the additional criteria such as effectiveness of leadership and ability to steer
the meetings, impartiality, commitment (as Chairperson) and ability to keep shareholders''
interests in mind.
The following were the criteria for evaluating performance of the Independent Directors:
- Adequate qualifications & skills to understand Corporate Culture, Business & its complexities.
- Adequate preparation for Board, Committee & General Meetings and updating knowledge of
area of expertise.
- Attendance & active participation in above meetings. - Objective & constructive participation in
informed & balanced decision-making.
- No abuse of position detrimental to Company''s/ shareholder''s interest and/or personal
advantage, direct or indirect.
- Ability to monitor Management Performance and integrity of financial controls & systems.
- Active and timely execution of any tasks assigned by the Board.
- Communication in open and fair manner.
- Credibility, directions & guidance on Key issues in the best interest of Company.
- Criteria of Independence.
On the basis of feedback/ratings, the Committee evaluated the performance of the Independent
Directors of the Company.
REMUNERATION OF DIRECTORS:
REMUNERATION POLICY:
The remuneration of directors is recommended by the Nomination and Remuneration
Committee of the Board in line with the Remuneration Policy of the Company and approved by
Board and if required are also approved by the Shareholders and/or the Central Government as
the case may be.
The remuneration paid to the Executive Directors is recommended by the Nomination and
Remuneration Committee and approved by the Board of Directors subject to shareholders''
approval in the subsequent General Meeting.
None of the Independent Directors have any pecuniary relationship with the Company other
than the sitting fees received by them for attending the meeting of the Board and/or Committee
thereof.
STAKEHOLDERS'' GRIEVANCE COMMITTEE:
The Company has constituted a Stakeholders Relationship Committee it comprises of most
independent directors. The mechanisms adopted by the terms of reference of the committee inter
alia include reviewing Corporation to redress shareholder, depositor and debenture holder
grievances, the status of litigations filed by/against stakeholders of the Corporation and
initiatives taken to reduce the quantum of unclaimed dividends. The committee oversees
adherence to service standards and standard operating procedures pertaining to investor
services. The committee reviews the status of compliances with applicable corporate and
securities laws.
During the year under review, the committee met 3 times on 9th October, 2023, 9th January, 2024
and 28th March, 2024. The Composition of the Stakeholders Relationship Committee is given
|
Name of the Members |
Independent / Non¬ |
Position |
Meetings |
|
|
Held |
Attended |
|||
|
Mr. S. Sasikumar |
Independent |
Chairman |
3 |
3 |
|
Mr. RajivUdani |
Independent |
Member |
3 |
3 |
|
Mr. Roop Chand Betala |
Non-Independent |
Member |
3 |
3 |
|
Mr. Manoj Cherian Samuel |
Independent |
Member |
0 |
0 |
* Resigned w.e.f. 31st March 2024
MEETING OF INDEPENDENT DIRECTORS:
A separate meeting of the independent directors ("Annual ID Meeting") was convened on 27th
April 2023, which reviewed the performance of the Board (as a whole), the Non-Independent
Directors and the Chairman. Post the Annual ID Meeting, the collective feedback of each of the
Independent Directors was discussed by the Chairperson with the Board covering performance
of the Board as a whole, performance of the Non-Independent Directors and performance of the
Board Chairman.
All Independent Directors have given declarations that they meet the criteria of independence as
laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 and there is no change in
their status of Independence. As required under Section 149(7) of the Companies Act, 2013.
BOARD EVALUATION:
Pursuant to the provisions of the Companies Act, 2013 the Board, based on the recommendation
of the Nomination and Remuneration Committee has carried out an annual performance
evaluation of Board of Directors, Statutory Committees and Individual Directors. The
Nomination and Remuneration Committee has defined the evaluation criteria for the
Performance Evaluation of the Board, its Statutory Committees and individual Directors.
INDEPENDENT DIRECTORS:
The Independent Directors hold office for a fixed term of five years and are not liable to retire by
rotation. The Independent Directors have submitted their disclosure to the board that they fulfill
all the requirements as to qualify for their appointment as an Independent Director under the
provisions of the Companies Act, 2013 as well as SEBI (LODR) Regulations, 2015.
LISTING:
The shares of the Company are listed at the BSE Ltd. The Company has not paid the annual listing
fees.
The share trading of the company is suspended due to Procedural reasons and Penal reasons
DIRECTORS AND KMP:
During the year under review,
1. Mr. Pramod Yadav resigned as Company Secretary & Compliance Officer with effect
from 1st January 2024 and Ms. Seema Birla was appointed as Company Secretary and
Compliance Officer with effect from 9th January 2024,
2. Mr. Manoj Cherian Samuel as an Additional Director, Non-executive Independent with
effect from 28th March 2024 and Mr. Vikul Chander as an Additional Director Non¬
executive Independent with effect from 2nd April 2024.
3. Mr. Sasikumar and Mr. Rajiv Udani, Non-executive Independent Directors second term
of 5 years expired on 31st March 2024, so they resigned as Independent Director.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:
In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Sub rules (1)
of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, a statement is enclosed in Annexure - II.
AUDITORS:
Statutory Auditors:
M/s. Jayesh Sheth & Co., Chartered Accountants, Firm registration number: 119586W, were
resigned as the Statutory Auditor of the Company with effect from 19th June, 2024.
M/s. CRBS & Associates LLP, Chartered Accountants (Firm Registration No. 002957S, be and
are hereby appointed as Statutory Auditors of the Company from 20th June, 2024, until the
conclusion of this 30th Annual General Meeting of the Company to fill the casual vacancy caused
by the resignation of M/ s. Jayesh Sheth & Co., Chartered Accountants (Firm Registration No.
119586W) at a remuneration as may be mutually agreed to, between the Board of Directors and
auditors plus applicable taxes, out-of-pocket expenses, travelling and other expenses (if any), in
connection with the work of audit to be carried out by them, in terms of the applicable
provisions of Section 139 of the Companies Act 2013, read with the Companies (Audit and
Auditors) Rules 2014. The Report given by the Auditors on the financial statements of the
Company is part of the Annual Report. The qualification is self-explanatory given by the
Auditors in their Report.
SECRETARIAL AUDIT:
Pursuant to the provisions of Section 204 of the Companies Act,2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had
appointed M/s. Priya Shah & Associates, practicing company secretaries to undertake the
Secretarial Audit of the Company for the financial year 2023-24. The Secretarial Audit Report is
given as Annexure - III forming part of this Report.
There are few reservations or adverse remarks, or disclaimer made by the auditors in their report
as follows:
|
Auditor''s remarks |
Board''s comments |
|
Non-appointment of Internal Auditor |
The Company has no operations and major |
|
Independent Director of the Company, has not |
The company shall inform the Independent |
|
Non-payment of Listing Fees |
The Company has no operations and major |
|
Regularization of Ms. Purvi Thapar not done in |
The Board of Directors takes steps to ensure the |
|
The company has opted for SDD software. |
The Board of Directors takes steps to ensure the |
|
The Company has given loans exceeding 60% of |
The Board of Directors takes steps to ensure the |
COST AUDITOR:
The Maintenance of Cost Records pursuant to Section 148(1) of the Companies Act, 2013 is not
required by the Company and accordingly such accounts and records are not made and
maintained by the Company.
LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:
Details of investments, loans and guarantees covered under the provisions of section 186 of the
Companies Act, 2013 read with the rules made thereunder are provided in the Notes to the
Financial Statements.
RELATED PARTY TRANSACTIONS:
The Company has formulated a Policy on dealing with Related Party Transactions. The Policy
is disclosed on the website of the Company.
All transactions entered into with Related Parties as defined under the Companies Act, 2013 and
Regulation 23 of the SEBI (LODR) Regulations, 2015 during the financial year 2023-24 were in the
ordinary course of business and on an arms'' length basis and do not attract the provisions of
Section 188 of the Companies Act, 2013. However, pursuant to the provisions of Regulation 23
(2) of the SEBI (LODR)
Regulations, 2015, prior approval of the Audit Committee was sought for entering into the
Related Party Transactions.
During the financial year 2023-24, the Company had not entered into any contract / arrangement
/ transactions with Related Parties which could be considered as material in terms of Regulation
23 of the SEBI (LODR) Regulations, 2015. In accordance with Accounting Standard 18, the
Related Party Transactions are disclosed in the notes to the Financial Statements.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
There were no materially significant transactions with Related Parties during the financial year
2023-24 which conflicted with the interest of the Company. Suitable disclosures as required under
AS-18 have been made in the Notes to the financial statements.
Particulars of Contracts or Arrangements with Related Parties referred to in Section 188(1) of
the Companies Act, 2013 is furnishedin accordance with Rule 8(2) of the Companies (Accounts)
Rules, 2014 in Form AOC - 2 as Annexure - IV.
DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED
SUSPENSE ACCOUNT
There are no shares in the demat suspense account or unclaimed suspense account, as
applicable:
(a) Aggregate number of shareholders and the outstanding shares in the suspense account
lying at the beginning of the year: NIL.
(b) number of shareholders who approached listed entity for transfer of shares from suspense
account during the year: NIL
(c) Number of shareholders to whom shares were transferred from suspense account during
the year:NIL.
(d) Aggregate number of shareholders and the outstanding shares in the suspense account
lying at the end of the year: NIL
(e) That the voting rights on these shares shall remain frozen till the rightful owner of such
shares claimsthe shares: NIL.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS & OUTGO:
Details of energy conservation, technology absorption, foreign exchange earnings and outgo in
accordance with the provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule
8 of the Companies (Accounts) Rules, 2014 are given as Annexure - V forming part of this Report.
CODE OF CONDUCT:
The Board has formulated a Code of Conduct for Directors and Senior Management Personnel of
the Company. A Declaration affirming on the compliance of Code of Conduct is provided in
Annexure- VI.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
The company has formulated as Internal controls policy. In the opinion of Board, it is adequate
to mitigate risks and provided reasonable assurance that operations/transactions are efficient,
and assets are safeguarded.
MATERIAL CHANGES AND COMMITMENTS:
There were no material changes and commitments affecting the financial position of the
Company between the end of financial year i.e., 31st March 2024 and the date of the Report.
BUSINESS RESPONSIBILITY REPORT:
The Business Responsibility Report for the financial year ended 31st March 2024 as stipulated
under Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations
2015 is not applicable.
POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION:
The Board has, on the recommendation of the Nomination & Remuneration Committee, adopted
a policy for selection and appointment of Directors, Key Managerial Personnel, Senior
Management and their remuneration.
The Nomination & Remuneration Committee identifies and ascertains the integrity, qualification,
expertise and experience of the person for appointment as Director and ensures that the
candidate identified possesses adequate qualification, expertise and experience for the
appointment as a Director.
The Nomination & Remuneration Committee ensures that the candidate proposed for
appointment as Director is compliant with the provisions of the Companies Act, 2013.
The candidate''s appointment as recommended by the Nomination and Remuneration
Committee requires the approval of the Board.
In case of appointment of Independent Directors, the Nomination and Remuneration Committee
satisfies itself with regard to the independent nature of the Directors vis- a-vis the Company so
as to enable the Board to discharge its function and duties effectively.
The Nomination and Remuneration Committee ensures that the candidate identified for
appointment as a Director is not disqualified for appointment under Section 164 of the
Companies Act, 2013.
VIGIL MECHANISM/WHISTLE BLOWER POLICY:
The company has established a vigil mechanism for directors and employees to report genuine
concerns pursuant to section 177 of the Companies Act, 2013 read with Rule 7 of the Companies
(Meetings of Board and its Powers) Rules 2014 and SEBI (LODR) Regulations, 2015.
SIGNIFICANT AND MATERIAL ORDERS IMPACTING THE COMPANY:
There are no significant and material orders passed by the Regulators or Courts or Tribunals
which would impact the going concern status of the Company.
CORPORATE SOCIAL RESPONSIBILITY (CSR):
The company is not covered under section 135 of the Companies Act, 2013 and formulation of
CSR policy and constitution of a CSR committee did not arise.
ANTI- SEXUAL HARASSMENT POLICY:
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of
The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act,
2013. Internal Complaints Committee (ICC) has been set up to redress complaints received
regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are
covered under this policy. No complaints were received during the financial year 2023-24.
DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS:
The Company has not issued any equity shares with differential rights during the year under
review and hence no information as per provisions of Rule 4(4) of the Companies (Share Capital
and Debenture) Rules, 2014 is furnished.
ACKNOWLEDGEMENT:
Your directors place on record a great appreciation of the fine efforts of all executives and
employees of the Company. Your directors also express their sincere thanks to various
Departments of Central Government, Government of Tamil Nadu, Banks, Shareholders and all
other stakeholders for continuing support and encouragement during the financial year 2023-24
and expect the same in future also.
For and on behalf of the Board of Directors of
BETALA GLOBAL SECURITIES LIMITED,
Date:20th June 2024 ROOP CHAND BETALA
Place: Mumbai Chairman and Managing Director
The Directors have pleasure in presenting the Twentieth Annual Report together with audited accounts for the year ended 31st March 2014.
WORKING RESULTS
The working results of your company for the year under report are as under:
31.03.2014 31.03.2013 In Rupees
Gross Income 4,32,679 1,99,010
Profit/(Loss) before Depreciation & Tax (2,24,328) 39,051
Less : Depreciation 85,216 85,216
Profit/(Loss) for the year before Tax (3,09,544) (46,165)
Less : Provision for Tax; - -
Profit/(Loss) after tax carried (3,09,544) (46,165) to Balance Sheet
PERFORMANCE
The company recorded a gross income of Rs. 4,32,679/- as against Rs. 1,99,010/- in the last year and incurred a loss of Rs. 3,09,544/- as against a loss of Rs.46,165/- during the last year. DIVIDEND
In view of the losses your directors regret their inability to recommend any dividend.
DIRECTORS
As per the provisions of the companies act 2013, Independent Directors are required to be appointed for the term of five consecutive years and shall not be liable to retire by rotation, Accordingly, all the independent directors of the company are to be appointed for a term of 5 years in the ensuing AGM.
The board consists of 2 independent directors and one Non executive director.
DIRECTORS RESPONSIBILITY STATEMENT
Directors responsibility statement as per section 217(2AA) of the Companies Act, 1956:
a) The Directors Confirm: that in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;
b) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit & loss of the Company for that period;
c) that they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) that they have prepared the annual accounts on a going concern basis.
Corporate Governance:
As a listed Company, necessary measures are taken to comply with the listing agreements with-stock exchanges. A Report on Corporate Governance, along with certificate of Compliance from the Auditor is given in Annexure-B to this report.
Management Discussion and Analysis Report: -
A Management Discussion and Analysis Report is given as Annexure C to this report.
PARTICULARS OF ENERGY CONSERVATION. TECHONOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO.
There are no information required to be disclosed under section 217(1) (e) of the Companies Act 1956, read with rule 2 of the Companies (Disclosure of particulars in the annual report of Board of Directors) Rules, 1988. No manufacturing activity is involved and hence particulars relating to conservation of energy and technical know how are not applicable. There has been no Foreign exchange earnings & outgo during the year.
REPLY TO AUDITORS QUALIFICATION
With reference to the qualification by the auditors vide point 3 (a) (b) (c) the company is taking steps to recover the loan given with interest and company has now received the money.
PARTICULARS OF EMPLOYEES
There are no employees falling within the purview of Section 217 (2A) of the Companies Act, 1956. As such no separate annexure is given.
AUDITORS
M/s. C.Ramasamy & B.Srinivasan, Chartered Accountants, auditors of the company retire at the conclusion of ensuing Annual General Meeting and are eligible for re-appointment.
ACKNOWLEDGEMENT
Your Directors would like to place on record their appreciation of the whole hearted support extended by the employees, bankers to the company as also the shareholders of the company.
On behalf of the Board of Directors
R.C.BETALA CHAIRMAN
Place: Chennai Date . 01.08.2014
WORKING RESULTS
The working results of your company for the year under report are as under:
31.03.2013 31.03.2012
In Rupees
Gross Income 1,99,010 2,03,724
Profit/ (Loss) before Depreciation & Tax 39.051 65.952
Less; Depreciation 85.216 85,215
Profit/(Loss) for the year before Tax (46,165) (19,263)
Less: Provision for Tax - -
Profit (Loss) after tax carried (46,165) (19,263) to Balance sheet
PERFORMANCE
The company recorded a gross income of Rs.1,99,010/. as against a loss of Rs.19.263/- during the last year.
DIVIDENT
In view of the losses your directors regret their inability to recommend any dividend.
DIRCETORS
Mr.R.C.Betala retire at this meeting and being eligible offers himself far reappointment.
DIRECTORS RESPONSBILITY STATEMENT
Directors responsibility statement as per section 217(2AA) of the Companies Act,1956;
a) The directors confirm: that in the preparation of the annual accounts the applicable accounting standards have been followed and that no material departures have been made from the same.
b) that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the company at the end of the financial year and of the profit & loss of the company for that period.
c) that they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the preventing and detecting fraud and other irregularities.
d) that they have prepared the annual, accounts on a going concern basis. '' ,
Corporate Governance:
As a listed company necessary manures are taken to exchanges. A Report on Corporate Governance along with the listing agreements with stock given in Annexure-B to this report. certificate of Compliance from the Auditor is given in Annexure-B to this report.
Management Discussion and Analysis Report:
A Management Discussion and Analysis Report is given as Annexure C to this report.
PARTICULARS OF ENERGY CONSERVATION TECHONOLOGY ABSERPTION
There are no information required to be disclosed under section 217 (1) (e) of the companies Act, 1956 read with rule 2 of the companies (Disclosure of particulars in the annual report of Board of Directors) Rules 1988 No manufacturing activity is involved and hence particulars relating to conservation of energy and technical knowhow are not applicable There has been.
REPLY TO AUDITORS QUALIFICATION
With reference to the qualification by the auditors vide point 3 (a) (b) (c) the company is taking steps to recover the loan given interest and hope to receive the same before 31.03.2014.
PARTICULARS OF EMPLOYEES
There are no employees falling within the purview of Section 217 (2A) of the is taking steps to recover the loan no separate annexure is given.
AUDITORS
M/s C.Ramasamy & B Srinivasan Chartered Accountants auditors of the company retire at the conclusion of ensuing Annual General Meeting and are eligible for re-appointment.
ACKNOWLEDGEMENT
Your Directors would like to place on record their appreciation of the whole hearted support extended by the employees'' bankers to the company as also the shareholders of the company.
On behalf of the Board of Directors
R.C.BETALA
CHAIRMAN
Place: Chennai
Date : 29.04,2013
The Directors have pleasure in presenting the Eighteenth Annual Report together with audited accounts for the year ended 31st March 2012.
WORKING RESULTS
The working results of your company for the year under report are as under:
31.03.2012 31.03.2011 In Rupees
Gross Income 2,03,724 1,57,925
Profit1 (Loss) before Depreciation & Tax 65,952 19,240
Less : Depreciation 85,215 85,215
Profit1 (Loss) for the year before Tax (19,263) (65,975)
Less : Provision for Tax 1,99,383
Profif(Loss) after tax carried to Balance Sheet (19,263) (2,65,358)
PERFORMANCE
The company recorded a gross income of Rs. 2,03,724/- as against Rs.157,925/- in the last year and incurred a loss of Rs. 19,263/- as against a loss of Rs.65,975/- during the last year.
DIVIDEND
In view of the losses your directors regret their inability to recommend any dividend.
DIRECTORS
Mr. Rajiv P. Udani retire at this meeting and being eligible offers himself for reappointment.
DIRECTORS RESPONSIBILITY S TA TEMENT
Directors responsibility statement as per section 217(2AA) of the Companies Act, 1956:
a) The Directors Confirm: that in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;
b) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit & loss of the Company for that period;
c) that they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) that they have prepared the annual accounts on a going concern basis.
Corporate Governance:
As a listed Company, necessary measures are 1aken 1o comply with 1he listing agreements with stock exchanges. A Report on Corporate Governance, along with certificate of Compliance from the Auditor is given in Annexure-B to this report.
Management Discussion and Analysis Report:
A Management Discussion and Analysis Report is given as Annexure C to this report.
PARTICULARS OF ENERGY CONSERVATION. TECHONOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO.
There are no information required to be disclosed under section 217(1) (e) of the Companies Act 1956, read with rule 2 of the Companies (Disclosure of particulars in the annual report of Board of Directors) Rules, 1988. No manufacturing activity is involved and hence particulars relating to conservation of energy and technical know how are not applicable. There has been no Foreign exchange earnings & outgo during the year.
REPLYTO AUDITORS QUALIFICATION
The company is taking steps to recover the loan given with interest and hope to receive the same before 31.03.2013.
PARTICULARS OF EMPLOYEES
There are no employees falling within the purview of Section 217 (2A) of the Companies Act, 1956. As such no separate annexure is given.
AUDITORS
M/s. C.Ramasamy & B.Srinivasan, Chartered Accountants, auditors of the company retire at the conclusion of ensuing Annual General Meeting and are eligible for re-appointment.
ACKNOWLEDGEMENT
Your Directors would like to place on record their appreciation of the whole hearted support extended by the employees, bankers to the company as also the shareholders of the company.
By Order of the Board
For BETALA GLOBAL SECURITIES LIMITED
Sd/-
R.C.BETALA CHAIRMAN
Place : Chennai
Date : 31.07.2012
The Directors have pleasure in presenting the Seventeenth Annual Report together with audited accounts for the year ended 31 st March 2011.
WORKING RESULTS
The working results of your company for the year under report are as under:
31.03.2011 31.03.2010 In Rupees
Gross Income 1,57,925 1,40,455
Profit/{Loss) before Depreciation & Tax 19,240 12,41,395
Less : Depreciation 85,215 85,215
Profit/{Loss) for the year before Tax (65,975) 11,56,180
Less : Provision for Tax 1,99,383 -
Profit/{Loss) after tax carried to Balance Sheet (2,65,358) 11,56.180
PERFORMANCE
The company recorded a gross income of Rs. 1,57,925/- as against Rs.1,40,455/- in the last year and incurred a loss of Rs. 65,975/- as against a profit of Rs.11,56,180/- during the last year.
DIVIDEND
In view of the losses your directors regret their inability to recommend any dividend.
DIRECTORS
Mr. S.Sasikumar retire at this meeting and being eligible offers himself for reappointment.
DIRECTORS RESPONSIBILITY STATEMENT
Directors responsibility statement as per section 217(2AA) of the Companies Act, 1956:
a) The Directors Confirm: that in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;
b) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit & loss of the Company for that period;
c) that they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) that they have prepared the annual accounts on a going concern basis.
Corporate Governance:
As a listed Company, necessary measures are taken to comply with the listing agreements with stock exchanges. A Report on Corporate Governance, along with certificate of Compliance from the Auditor is given in Annexure-B to this report.
Management Discussion and Analysis Report:
A Management Discussion and Analysis Report is given as Annexure C to this report.
PARTICULARS OF EN ERG Y CONSERVATION, TECHONOLOG Y ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO.
There are no iniormation required to be disclosed under section 217(1) (e) oi the Companies Act 1956, read with rule 2 of the Companies (Disclosure ol particulars in the annual report ol Board ol Directors) Rules, 1988. No manufacturing activity is involved and hence particulars relating to conservation ol energy and technical know how are not applicable. There has been no Foreign exchange earnings & outgo during the year.
PARTICULARS OF EMPLOYEES
There are no employees tailing within the purview ol Section 217 (2A) ol the Companies Act, 1956. As such no separate annexure is given.
AUDITORS
M/s. C.Ramasamy & B.Srinivasan, Chartered Accountants, auditors ol the company retire at the conclusion ol ensuing Annual General Meeting and are eligible tor re-appointment.
ACKNOWL EDGEMENT
Your Directors would like to place on record their appreciation ol the whole hearted support extended by the employees, bankers to the company as also the shareholders of the company.
By Order of the Board
For BETALA GLOBAL SECURITIES LIMITED
Sd/-
R.C.BETALA
CHAIRMAN
Place : Chennai
Date : 06.05.2011
WORKING RESULTS
The working results of your company for the year under report are as under:
31.03.2010 31.03.2009 In Rupees
Gross Income 1,40,455 24,000
Profit/(Loss) before Depreciation & Tax 10,70,965 (6,66,331)
Less .Depreciation 85,215 76,352
Profit/(Loss) for the year before Tax 11,56,180 (7,36,683)
Less:Provision for Tax
Profit/(Loss) after tax carried to Balance Sheet 11,56,180 (7,36,683)
PERFORMANC
The company recorded a gross income of Rs. 1,40,455/- as against Rs.24,000/- in the last year and earned a profit of Rs. 11,56,180/-as against a loss of Rs.7,36,683/-during the last year.
DIVIDEND
In view of the brought forward losses your directors regret their inability to recommend any dividend.
DIRECTORS
Mr. R.C.Betala retire at this meeting and being eligible offers himself for reappointment.
DIRECTORS RESPONSIBILITY STATEMENT
Directors responsibility statement as per section 217(2AA) of the Companies Act, 1956:
The Directors Confirm:
a) that in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;
b) that they have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit & loss of the Company for that period;
c) that they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the CompaniesAct, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) that they have prepared the annual accounts on a going concern basis.
Corporate Governance:
As a listed Company, necessary measures are taken to comply with the listing agreements with stock exchanges. A Report on Corporate Governance, along with certificate of Compliance from the Auditor is given in Annexure-B to this report.
Management Discussion and Analysis Report:
A Management Discussion and Analysis Report is given as Annexure C to this report.
PARTICULARS OF ENERGY CONSERVATION. TECHONOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO.
There are no information required to be disclosed under section 217(1) (e) of the Companies Act 1956, read with rule 2 of the Companies (Disclosure of particulars in the annual report of Board of Directors) Rules, 1988. No manufacturing activity is involved and hence particulars relating to conservation of energy and technical know how are not applicable. There has been no Foreign exchange earnings & outgo during the year.
PARTICULARS OF EMPLOYEES
There are no employees falling within the purview of Section 217 (2A) of the Companies Act, 1956. As such no separate annexure is given.
AUDITORS
M/s. C.Ramasamy & B.Srinivasan, Chartered Accountants, auditors of the company retire at the conclusion of ensuing Annual General Meeting and are eligible for re-appointment.
ACKNOWLEDGEMENT
Your Directors would like to place on record their appreciation of the whole hearted support extended by the employees, bankers to the company as also the shareholders of the company.
On behalf of the Board of Directors
Place: Chennai R.C.BETALA
Date : 19.04.2010 CHAIRMAN
31.03.2000 (in Rs.) Gross operating income 11,69,77,190
Profit before depreciation and tax 4,04,152
LESS :Depreciation 1,95,379
Profit for the year before taxation 2,08,773
LESS: Provision for taxation -
Profit after tax and carried to Balance Sheet 2,08,773
OPERATIONS
During the year ended 31st March, 2000 your Company has earned gross Income of Rs. 1169.77 lakhs. Your Company has recorded turnover of Rs.1167.67 lakhs from full fledged money changing business during its fourth year of operations as a money changer.
FUTURE PLANS
Your Company shall concentrate on money changing business which is its thrust area of o perations.
PARTICULARS OF ENERGY CONSERVATIONS, ETC.
No manufacturing activity isinvolved and hence particulars relating to conservation of energy and technical know how are not applicable. There is foreign exchange earnings of Rs.0.73 lakhs.
PARTICULARS OF EMPLOYEES
There are no employees falling within thepurview of Section 217 (2 A) of the Companies Act, 1956. As such no separate annexure is given. DIRECTORS Mr.Mohan Barathan and Mr.R.C.Betaia retire by rotation at the 6th Annual General meeting and being eligible offer themselves for re-appointment.
AUDITORS
M/s. Venkat & Rangaa, Chartered Accountants, Auditors of the Company, retire at the conclusion of this Annual Genera! Meeting and have offered themselves for re-appointment.
ACKNOWLEDGEMENT
Your Directorswould like to place on record their appreciation of the whole hearted support extended by the employees, Bankers to the Company as also the shareholders of the Company.
onbehalf of the Boardof Directors for BETALA GLOBAL SECURITIES LIMITED
MOHAN BARATHAN CHAIRMAN Place: Chennai Date :27th May, 2000.
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article


Click it and Unblock the Notifications