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Company Information

Home » Market » Company Information

Shriram Asset Management Company Ltd.

Sep 21
146.05 +0.00 (+ 0.00 %)
 
VOLUME : 800
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Shriram Asset Management Company Ltd. is not traded in NSE
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Market Cap. ( ₹ ) 87.63 Cr. P/BV 27.37 Book Value ( ₹ ) 5.34
52 Week High/Low ( ₹ ) 146/39 FV/ML 10/1 P/E(X) 0.00
Bookclosure 07/08/2018 TTM EPS ( ₹ ) -2.51 Div Yield (%) 0.00
DIRECTOR'S REPORT
You can view full text of the latest Director's Report for the company.
Year End :2017-03 

Dear Members,

The Directors have pleasure in presenting their Twenty Third Annual Report and the Audited Statements of Accounts for the financial year ended March 31, 2017.

Financial Highlights:

Particulars

Year Ended March 31, 2017 (Rs.)

Year Ended March 31, 2016 (Rs.)

Gross Income for the year

20,949,050

17,975,343

Total Expenditure before Depreciation and Tax

27,596,316

29,000,785

Profit /(Loss) before Depreciation and Tax

(6,647,266)

(11,024,442)

Less: Depreciation

331,729

428,107

Profit /(Loss) after Depreciation and Tax

(6,978,995)

(11,453,549)

Balance brought forward from previous year

(40,872,798)

(29,419,249)

Profit /(Loss) available for Appropriation

(47,851,793)

(40,872,798)

Balance carried to Balance Sheet

(47,851,793)

(40,872,798)

Dividend:

In the absence of profits, your Directors do not recommend payment of any dividend for the Financial Year 2016-2017. State of Company’s Affairs:

Your Company has managed to bring down the loss during the financial year 2016-17 primarily by cutting down on its expenditures and taking effective measures to raise its income as compared to the last financial year.

Some highlights of your Company's performance during the year under review are:

- The gross loss (before depreciation and tax) for the year was Rs. 6,647,266 as against Rs. 11,024,442 during the last year.

- Net loss after taxation for the year was Rs. 6,978,995 as against Rs. 11,453,549 in the last year.

- The total asset under management was Rs. 41.14 Crore as against Rs. 38.06 Crore in the last year.

Your Company has complied with all the prescribed norms and regulations with respect to its fund management activities, risk management, customer service, employees' training, etc. The Company has laid down guidelines to be adhered by employees to ensure compliances with all applicable laws and regulations.

On the administrative controls side, your Company has a proper reporting structure, defined roles and responsibilities at all levels and rigorous. The Company has an Internal Financial Control System, commensurate with the nature of its business and the size and complexity of its operations.

The maiden scheme managed by your Company has delivered a return of 11.651% (at the end of March 2017) CAGR since inception accompanied by lower levels of volatility. The fund portfolio has been re-aligned to include stocks from sectors which hold promise in the current scenario. As a result, the fund has generated 10.8% return in the first quarter of CY2017 compared with benchmark return of 8.54%.

Mutual fund industry witnessed strong inflow of funds from domestic investors during FY17. Mutual fund investment in equities during FY17 stood at Rs. 55,000 crores in the backdrop of SIPs gaining popularity. Better penetration into smaller towns and falling interest rate in bank FDs attracted more investors to mutual funds. As a result, average AUMs of mutual funds increased a whopping 35% y/y to Rs. 18.29 lakh crores for the quarter January-March 2017.

In view of the strong potential of Indian equities and considering the prevailing market scenario, your Company intends to take significant steps by augmenting the capital. This will include launching of new schemes that will have a complementary objective to our existing offering and address the need of lower risk adjusted stable returns from the idle funds of investors without compromising liquidity.

Nature of Business:

There was no change in the nature of the business.

Share Capital:

The total paid up Share Capital as on March 31, 2017 was Rs. 20 Crores comprising of 60 Lakhs Equity Shares of Rs. 10/each and 14 Lakhs Redeemable Non-Convertible Preference Shares of Rs. 100/- each.

Material Changes and Commitments:

No material changes or commitments affecting the financial position of the Company have taken place from March 31, 2017 till the date of this report.

Particulars of Loans, Guarantees or Investments:

Company has not given any guarantees or loans covered under the provisions of Section 186 of the Companies Act, 2013 (Act). As regards the details of the Investments covered under the provisions of Section 186 of the Act, the same are given in the notes to the financial statements.

Cash Flow Statement:

The Cash Flow statement for the year 2016-17 is attached to the Balance Sheet.

Directors:

The Board of Directors had appointed Mr. Kshiti Ranjan Das as an Additional Director of the Company w.e.f. March

06, 2017 and Mr. Kalyanaraman Chandrachoodan and Mrs. Chandra Iyengar as Additional Directors of the Company (in the category of Independent Director) with effect from March 31, 2017. Pursuant to Section 161 of the Act, they will hold the office only up to the date of the ensuing Annual General Meeting (AGM) of the Company. The Company has received a notice in writing from a member under Section 160 of the Act proposing the candidature of Mr. Das, Mr. Chandrachoodan and Mrs. Iyengar for the office of Director. Suitable resolutions for appointment of Mr. Das as an Independent Director for period up to March 05, 2022 and Mr. Chandrachoodan and Mrs. Iyengar as Independent Directors for period up to March 30, 2022 are being proposed for adoption by the Members at this Annual General Meeting.

In accordance with the provisions of the Act and in terms of the Memorandum and Articles of Association of the Company, Mr. R. Sundara Rajan retires by rotation at the ensuing AGM and being eligible, offers himself for reappointment.

Necessary proposals for appointment/ reappointment of the aforesaid Directors have been included in the notice convening the AGM and the respective Resolutions are recommended for your approval.

Requirement of Regulation 21 (1) (d) of the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 relating to composition of the Board in respect of Independent Directors has been complied with.

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'.

Profile of the Directors, as required under Regulation 36 of the Listing Regulations, are given in the Notice of the 23rd Annual General Meeting.

Fixed Deposits:

During the year under report, your Company has not accepted any fixed deposits.

Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

Policy on Directors’ Appointment and Remuneration:

The Board has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company.

The key features of the policy are as follows:

1. Criteria for appointment and removal of Director, Key Managerial Personnel and Senior Management.

2. Criteria for performance evaluation.

3. Criteria for fixing the remuneration of Director, Key Managerial Personnel and Senior Management.

The details of this policy are explained in the Corporate Governance Report.

Meetings:

During the year 4 Board Meetings and 4 Audit Committee Meetings were convened and held. The details of the meetings are given in the Corporate Governance Report. The gap between the Meetings was within the period prescribed under the Act and as per Regulation 17(2) and 18 (2) of the Listing Regulations respectively.

Risk Management:

Pursuant to the requirement of Regulation 21 of the Listing Regulations, the Company has constituted Risk Management Committee. The Company has in place a Risk Management Policy, commensurate with its size of operations, which lays down a process for identification and mitigation of risks that could materially impact its performance.

Corporate Social Responsibility:

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable.

Directors’ Responsibility Statement:

Pursuant to the provisions of Section 134 (3) (c) of the Act, the Directors confirm that to the best of their knowledge and belief:

a) In the preparation of Annual Accounts and Financial Statements for the year ended March 31, 2017, the applicable Accounting Standards have been followed along with proper explanations relating to material departures, if any;

b) That such accounting policies as mentioned in Notes to the Financial Statements 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 March 31, 2017 and of the Loss of the Company for the year ended on that date;

c) That proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The Annual Accounts have been prepared on an ongoing concern basis;

e) That they have laid down internal financial controls commensurate with the size of the Company and that such financial controls were adequate and were operating effectively;

f) That systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

Related Party Transactions:

During the year, the Company has not entered into any fresh related party agreements. All the previous related party transactions of the Company were at arm's length basis and were in the ordinary course of business. The particulars of contracts or arrangements with related parties in Form AOC -2 are annexed herewith as ‘Annexure A’.

Significant and Material Orders Passed by the Regulators or Courts or Tribunals:

During the year under report, there were no significant material orders passed by the Regulators/ Courts/ Tribunals impacting the going concern status and Company's operations in future.

Internal Financial Controls and their adequacy:

The Company has put in place adequate internal financial controls with reference to the Financial Statements commensurate with the size of the Company.

Disclosures:

Audit Committee:

The Audit Committee comprises of Mr. Prabhakar Karandikar (Independent Director) as Chairman, Mr. Arindom Mukherjee (Independent Director) as Member, Mrs. Jayashree Mahesh (Non- Independent Director) as Member, Mr. Kshiti Ranjan Das (Independent Director) as Member and Mr. Kalyanaraman Chandrachoodan (Independent Director) as Member. All the recommendations made by the Audit Committee were accepted by the Board.

Vigil Mechanism / Whistle Blower Policy:

The Company has established a Vigil Mechanism to deal with instance of fraud and mismanagement, if any. The detail of the Vigil Mechanism is posted on the website of the Company i.e. www.shriramamc.com.

Establishment of Internal Complaints Committee:

The Company has in place an Anti Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. No complaints of sexual harassment were received during the year.

Auditors and Auditor’s Report:

As per the provisions of Section 139 of the Act and the Companies (Audit and Auditors) Rules, 2014, an audit firm functioning as auditor of the Company for ten years or more after the commencement of provisions of Section 139 of the Act, may be appointed in the same Company for further period of three years from April 01, 2014. As the maximum statutory tenure of M/s. K.S. Aiyar and Co. (Firm Registration No. 100186W) is about to end, they have requested not to be considered for re-appointment at the conclusion of their present term of appointment, at this Annual General Meeting of the Company. The Board of Directors, on recommendation of the Audit Committee has appointed M/s. G. D. Apte and Co., Chartered Accountants, Mumbai, (Registration No. 100515W), as the Statutory Auditors of the Company subject to the approval of the members of the Company at this Annual General Meeting. M/s. G. D. Apte and Co., being eligible, have indicated their willingness to serve as Statutory Auditors of the Company, if appointed at this meeting. Their appointment as Statutory Auditors, if approved, by the members of the Company, will take effect from the conclusion of 23rd Annual General Meeting (subject to ratification by the Members every year in the Annual General Meeting) until the conclusion of 28th Annual General Meeting of the Company, to be held in the year 2022. A certificate from them has been received to the effect that their appointment as Statutory Auditors of the Company, if made, would be according to the terms and conditions prescribed under Sections 139 and 141 of the Act. Members are requested to consider their appointment.

The Notes on financial statement referred to in the Auditor's Report are self-explanatory and do not call for any further comments. The Auditor's Report does not contain any qualification, reservation or adverse remark.

Secretarial Audit:

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Suhas S. Ganpule, Practising Company Secretary, Proprietor of M/s. SG & Associates, to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is annexed herewith as ‘Annexure B’. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Subsidiaries, Joint Ventures or Associate Companies:

During the year under report, there was no change in the associate company. The Company does not have any subsidiary or joint venture.

Corporate Governance:

The Report on Corporate Governance forms part of the Directors' Report and is annexed herewith.

As required by the Listing Regulations, Auditor's Report on Corporate Governance and a declaration by the Managing Director with regards to Code of Conduct are attached to the said Report.

The Management Discussion and Analysis is given as a separate statement forming part of the Annual Report.

As required under Listing Regulations, a detailed report on Corporate Governance along with the Certificate from the Company Auditor's confirming compliance forms an integral part of this Report and certificate duly signed by the Managing Director and Chief Financial Officer (CFO) on the Financial Statements of the Company for the year ended March 31, 2017 was submitted to the Board of Directors at their Meeting held on May 02, 2017. These certificates are attached to the Report on Corporate Governance.

Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo:

1. Conservation of Energy

The Company has no activity involving Conservation of Energy.

2. Technology Absorption

The Company has no activity involving Technology Absorption.

3. Foreign Exchange earnings and outgo

The Company did not have any foreign exchange earnings or outgo during the year under review.

Extract of Annual Return:

The details forming part of the extract of the Annual Return in Form MGT 9 is annexed herewith as ‘Annexure C’. Particulars of Employees:

During the year under report, your Company has not employed any person who was in receipt of remuneration in excess of the limits specified under Section 197 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The details required as per Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed herewith as ‘Annexure D’. As per the provisions of Section 136(1) of the Companies Act, 2013, the Annual report excluding the information required as per Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 on employee's particulars is being sent to the members which is, however, available for inspection at the Registered office of the Company during working hours of the Company up to the date of the ensuing Annual General Meeting. If any Member is interested in obtaining such information may write to the Company Secretary in this regard.

Acknowledgement:

The Board of Directors take this opportunity to express their sincere appreciation for the excellent support and cooperation received from the Securities and Exchange Board of India, Association of Mutual Funds of India, Stock Exchange Authorities, Auditors, Bankers, Distributors, other Service providers and Board of Trustees of Shriram Mutual Fund.

The Directors wish to place on record the continued enthusiasm, total commitment, dedication and efforts of the employees of the Company at all levels.

We are also deeply grateful to the Shareholders of the Company and also to the large body of investors of scheme of Shriram Mutual Fund for the continued confidence and the faith reposed in the Fund and look forward to their continued patronage.

By Order of the Board

For Shriram Asset Management Company Limited

Place: Mumbai Prabhakar Karandikar

Date: May 02, 2017 Chairman