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Here's a comprehensive summary of the Berar Finance Limited Annual Report 2023-2024, capturing key information and insights: **Overview:** Berar Finance Limited presents its 34th Annual Report for the financial year ended March 31, 2024 (FY 2023-2024). The company's business operations continued to grow satisfactorily. **Financial Performance:** * Loans disbursed during the year: ₹95,792.48 lakhs (FY 2022-2023: ₹84,252.07 lakhs). * Gross Assets under Management (AUM): ₹1,11,762.30 lakhs (FY 2022-2023: ₹94,704.78 lakhs). * Assets sold under Securitisation: ₹1,425.51 lakhs (FY 2022-2023: ₹299.46 lakhs). * Gross Income: ₹25,181.03 lakhs (FY 2022-2023: ₹21,796.16 lakhs). * Net Profit (after Tax): ₹2,218.06 lakhs (FY 2022-2023: ₹1,708.12 lakhs). * The company will pay a dividend of ₹1 per Equity Share for FY 2023-2024. **Appropriation of Profits:** * ₹445 lakhs transferred to the statutory reserve fund as per Section 45-IC of the RBI Act, 1934. * Dividend paid during the year: ₹123.37 lakhs. * Balance carried forward: ₹1,789.31 lakhs. **Share Capital:** * No new equity shares were issued during FY 2023-2024. * Paid-up share capital as of March 31, 2024: ₹1233.68 lakhs, consisting of 1,23,36,846 equity shares of face value ₹10 fully paid-up. **Funding Resources:** * **Bank Facilities:** Consortium of bankers providing CC facilities of ₹6,500.00 lakhs, alongside limits outside the consortium. The overall outstanding balance is ₹5408.76 lakhs as of March 31, 2024. * **Fixed Deposits:** Total fixed deposits amounted to ₹20,318.76 lakhs, including public deposits of ₹18,905.83 lakhs. * **Term Loans:** Outstanding balance of term loans for working capital as of March 31, 2024 is ₹63,197.88 lakhs. * **Assets Securitised:** Closing balance of assets securitized as of March 31, 2024 is ₹1425.51 lakhs. **Non-Convertible Debentures (NCDs):** * No new NCDs were issued during the year. * The company has redeemed several NCDs. * As of March 31, 2024, total outstanding Secured NCDs stood at ₹7,490.26 lakhs. **Review of Operations & Branch Network:** * Financing of two-wheelers remains the primary product. Other loan products include personal loans, used car loans, two-wheeler refinancing loans, and secured MSME/Loan against property. * The company recorded a 13.69% increase in disbursement and a 15.53% increase in gross income during FY 2023-2024. * As of March 31, 2024, the company had 115 branches. Has opened 11 more branches after fiscal year end and closed one. The total branch count is 125. * Plans to add more branches during FY 2024-2025 to increase geographical coverage. **RBI Guidelines & Regulatory Framework:** * The company is classified as Systemically Important Asset Finance Company- Deposit Taking. * Falls under the category of NBFC - Investment & Credit Company (NBFC-ICC). * Classified as NBFC-Middle Layer. * Liquidity Coverage Ratio (LCR) as on March 31, 2024 was 136.57%, exceeding the regulatory requirement of 85%. * Complies with the Reserve Bank of India (Non-Banking Financial Company - Scale Based Regulation) Directions, 2023. * The company has framed an ICAAP Policy as required by RBI. * The company has put in place policies which include Business Continuity Policy, Information Security Policy, Information Technology Policy, Information Security and Cyber Security Policy, IT Outsourcing Policy, Cyber Crisis Management Plan and Security and Cyber Incident Management Policy. **Corporate Governance:** * The Board has an optimum combination of Executive and Non-Executive Directors, including a Woman Independent Director. * The company is approaching the Hon'ble National Company Law Tribunal, Mumbai Bench for compounding of offence voluntarily * The company is on the Online Dispute Resolution Portal. * The company follows robust governance practices. **Directors and Key Managerial Personnel:** * Changes in Directors: Mr. Himanshu Joshi ceased to be an Independent Director. Mr. Rajesh Vasudevan appointed as an Additional Director. * Appointments and Resignations of KMP: Mr. Rangarajan Srinivasan resigned as Chief Financial Officer; Mr. Ravindra Dorle appointed as CFO. * The Board approved the appointment of Mr. Rajesh Vasudevan as an Additional Director. * Mr. Himanshu Joshi ceased to be an Independent Director, effective May 31, 2024. * The Board is looking to appoint Mr. Varun Bhalla. * Declaration by Directors: All Independent Directors have submitted the declaration of independence. * Key Managerial Personnel: Mr. Maroti Jawanjar, Mr. Sandeep Jawanjal, Mr. Ravindra Dorle and Ms. Deepali Balpande are key managerial personnel as of March 31, 2024. **Performance Evaluation:** * The Board conducted an annual performance evaluation of the Board, its Committees, and individual Directors. **Related Party Transactions:** * All transactions with related parties were in the ordinary course of business and on an arm's length basis. **Internal Financial Controls:** * Internal financial controls are adequate and operating effectively. **Human Resources and Employee Stock Options Plan:** * Emphasis on attracting, training, and retaining talent. * 29350 options were vested with employees under the "Berar Employee Stock Option Plan, 2019”. **Conservation of Energy and Technology Absorption:** * No manufacturing activity, but measures taken to ensure optimum energy utilization. * Invested in advanced Cloud-Based Solutions and robust cyber security technologies. * Implementing BRE Rules in Autonom8 LOS. **Corporate Social Responsibility (CSR):** * CSR programs pursued as per approved policy. * CSR obligation for FY 2023-2024 is ₹55.33 lakhs; amount spent is ₹55.80 lakhs. **Disclosure under the Prevention of Sexual Harassment at Workplace Policy:** * Policy in place, no cases filed. **Changes to the Constitutional Documents:** * The AoA of the Company was amended to enable DT to appoint their Nominee on the Board upon occurrence of any of the event specified in regulation 15(1)(e) of the DT Regulations vide special resolution passed by shareholders on September 25, 2023. **Other Statutory Disclosures:** * RBI circular has prescribed a procedural framework for unclaimed interest. A policy titled 'Policy for filing and processing of claim for unclaimed amount by Investors of Non-Convertible Securities' has been framed by the Company. * The Company Secretary has been designated as the Nodal Officer for the purposes of this circular. As on March 31, 2024, there is no amount remaining unclaimed in respect of non-convertible debentures. * The company complies with statutory requirements and has put in place mechanisms for redressal. **Economic Overview & Outlook:** * The global and Indian economies have shown resilience. * The company is optimistic about its growth potential, with strong financial positioning and low NPAs. **Risk Management:** * The company promotes a strong risk culture and has established a Risk Management Committee (RMC). **Customer Service:** * Remains customer-focused, provides prompt services, and attends to customer inquiries and complaints. Implemented a grievance redressal mechanism. **Auditor's Report:** * The auditor's report is unmodified. **Appendices:** Several appendices form part of the report, including: * Management Discussion and Analysis (Annexure I) * Secretarial Audit Report (Annexure II) * Report on Corporate Governance (Annexure III) * Annual Report on CSR Activities (Annexure IV) * Form AOC-2 (Annexure V(i)) * Related Party Transaction Policy (Annexure V(ii)) * Disclosure under the Indian Accounting Standard (Ind AS) 102 - Share-based Payment: Annexure VI * Particulars of Employees as per Section 197 of The Companies Act, 2013 read with rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014: Annexure VII **AGM Details:** * The 34th Annual General Meeting will be held on September 20, 2024.
**Berar Finance Limited - Annual Report 2022-2023 Summary** **Overview:** Berar Finance Limited presents its 33rd Annual Report for the financial year ended March 31, 2023. The company, registered with the Reserve Bank of India as a Systemically Important Asset Finance Company-Deposit Taking, continued to show satisfactory growth. The company operates in rural and semi-urban India and is classified as a NBFC - Investment & Credit Company (NBFC-ICC). **Financial Performance:** The company's business operations grew during the year. Gross income increased by 24.12% compared to the previous financial year. Key financial highlights (in lakhs) include: * Loans Disbursed: ₹84,252.07 (FY 2022-2023) compared to ₹74,155.93 (FY 2021-2022) * Gross Assets under Management (AUM): ₹94,704.78 (FY 2022-2023) compared to ₹83,197.84 (FY 2021-2022) * Gross Income: ₹21,796.16 (FY 2022-2023) compared to ₹17,559.90 (FY 2021-2022) * Net Profit (after Tax): ₹1,708.12 (FY 2022-2023) compared to ₹1,741.97 (FY 2021-2022) * Earnings per Share (Basic): ₹13.85 The decline in profit for the current year is attributed to the increased cost of new branches and changes in accounting methods for certain incomes. The Directors recommend a dividend of ₹1.00 per Equity Share for FY 2022-2023. **Funding Resources:** The company utilizes various funding resources, including: * **Bank Facilities:** Consortium of bankers provide CC facilities of ₹6,500.00 lakhs, plus additional limits from other banks of ₹700 lakhs. The total outstanding balance is ₹1,569.02 lakhs as of March 31, 2023. * **Fixed Deposits:** Total fixed deposits amounted to ₹18,565.36 lakhs, with public deposits at ₹17,367.78 lakhs as of March 31, 2023. * **Term Loans:** The outstanding balance of term loans as of March 31, 2023 is ₹48,115.28 lakhs. * **Assets Securitized:** Closing balance of assets securitized is ₹299.46 lakhs as of March 31, 2023. * **Non-Convertible Debentures (NCDs):** Issued unlisted NCDs of ₹4,000 lakhs and listed NCDs of ₹3,000 lakhs. Total outstanding Secured NCDs stood at ₹14,641.10 lakhs as of March 31, 2023. **Review of Operations & Future Outlook:** Financing of two-wheelers remains the company's main product, with new loan products like personal loans, used car loans, two-wheeler re-financing, and Loan against Property being offered. The company plans to add more branches during the financial year 2023-2024 to increase geographical coverage. The company anticipates continued growth in business and profitability and will maintain a diverse fund source. **Branch Network:** 14 new branches were opened during the FY 2022-2023. As of March 31, 2023, the company had 115 branches in total. **RBI Guidelines:** The company adheres to RBI guidelines including those on income recognition, asset classification, provisioning, capital adequacy, and credit concentration. The company's capital adequacy ratio was 26.33% as of March 31, 2023. The company is classified as a Systemically Important Asset Finance Company-Deposit Taking and falls under the category of NBFC - Investment & Credit Company (NBFC-ICC). The company is classified as a NBFC- Middle Layer based on Scale Based Regulation Framework. The LCR of the Company was 164.62% against the LCR requirement of 70% as on March 31, 2023. **Related Party Transactions:** All related party transactions were at arm's length and in the ordinary course of business. No material transactions under Section 188 of the Companies Act, 2013. **Credit Rating:** The company's credit ratings by CARE Ratings Ltd. and ICRA Limited for Fixed Deposits Programme and Long Term Bank Facilities are provided. **Statutory Auditors & Auditors' Report:** M/s. Manubhai & Shah LLP, Chartered Accountants, Ahmedabad were appointed as Statutory Auditors. The Auditor's Report on the financial statements for the year ended March 31, 2023, is self-explanatory and unmodified. The Statutory Auditors have also submitted an additional report dated June 26, 2023 for FY 2022-2023, without comments or adverse remarks. **Internal Audit:** The company has a Risk Based Internal Audit Policy. The Audit Committee regularly reviews internal audit reports and the effectiveness of internal controls. **Directors and Key Managerial Personnel (KMP):** Information on changes in directors and KMP during the year is detailed, including appointments, resignations, and re-appointments. Mr. Rangarajan Srinivasan resigned as CFO, succeeded by Mr. Ravindra Dorle. The Board has an optimum combination of Executive and Non-Executive Directors, including a Woman Independent Director. **Performance Evaluation:** The Board carried out annual performance evaluations of the Board, Chairman, committees, managing director, and individual directors. **Corporate Governance:** The company is committed to high standards of corporate governance. A suo-moto exit offer scheme was floated for identified shareholders, and the company is seeking compounding of a past regulatory non-compliance matter before the National Company Law Tribunal (NCLT), Mumbai Bench. **Directors' Responsibility Statement:** The directors confirm that applicable accounting standards have been followed, accounting policies are consistently applied, proper care has been taken for maintaining accounting records, and the annual accounts have been prepared on a going concern basis. **Policy on Remuneration of Directors and the Remuneration Policy for Key Managerial Personnel and Other Employees of the Company** The company adopted the Policy on Remuneration of Directors and the Remuneration Policy for Key Managerial Personnel and Employees of the Company. **Risk Management:** The Company faces inherent risks like credit risk, liquidity risk, interest rate risk, and operational risk. The Audit Committee, Risk Management Committee, and Asset-Liability Management Committee review and monitor these risks. **Internal Financial Controls:** Internal Financial Controls are systematic and effective. The internal financial control with reference to the financial statements were tested and reported adequate and operating effectively. **Human Resources and Employee Stock Options Plan:** The "Berar Employee Stock Option Plan, 2019” (“ESOP 2019"/"Plan") was introduced and 28,800 options were vested with employees during the period under review. **Conservation of Energy, Technology Absorption and Foreign Exchange:** The company is not engaged in any manufacturing activity and implements energy-saving measures. The company is focused on technology upgrades such as cloud computing and AI and the company’s network security has been transitioned to IPv6. The company did not have any foreign exchange earnings during FY 2022-2023, but had foreign exchange outgo of ₹57.66 lakhs. **Corporate Social Responsibility (CSR):** The company is pursuing CSR programs and projects as per its approved Corporate Social Responsibility Policy. **Disclosure under the Prevention of Sexual Harassment at Workplace Policy:** The Company has complied with the policy for prevention, prohibition and redressal against sexual harassment of women at the workplace. No cases have been filed pursuant to the Act. **Other Statutory Disclosures:** Information regarding statutory compliance, non-convertible debentures, and other disclosures are provided. **Acknowledgement:** The Board of Directors expresses appreciation to members, depositors, debenture holders, banks, financial institutions, and regulators. **Economic Overview & Performance During the Financial Year 2022-2023:** The Indian economy grew robustly in FY 2023, but inflation remained a concern. The company's primary business is financing two-wheelers, which saw double-digit growth after three years of decline. The Company's strategy involves differentiated customer acquisition, deeper engagement through technology, and a diversified product suite. **Management Discussion and Analysis:** Provides further detailed analysis of the Company's performance, risk management strategies, and customer service initiatives. **Secretarial Audit Report:** M/s. SPZ & Associates, Company Secretaries, Nagpur, conducted the Secretarial Audit for FY 2022-2023 and issued a report confirming compliance with applicable statutory provisions. **Report on Corporate Governance:** Details the Board composition, committees, remuneration, and other aspects of corporate governance. Includes meeting attendance, director details, and qualifications. **Annexures:** The report includes several annexures providing detailed information on Management Discussion and Analysis, Secretarial Audit Report, Corporate Governance, CSR Activities, Related Party Transactions, Employee Stock Option Plan, and other relevant details.
Berar Finance Limited - Annual Report 2021-2022 Summary: **Overview:** The 32nd Annual Report of Berar Finance Limited highlights the company's financial performance, operational activities, and adherence to regulatory guidelines for the fiscal year ended March 31, 2022. The report showcases the company's growth, profitability, and commitment to corporate governance and social responsibility. **Financial Performance:** The company experienced growth in its business operations, with the following key financial results (in lakhs): * Loans Disbursed: ₹74,155.93 (FY 2021-2022) vs. ₹58,538.84 (FY 2020-2021) * Gross Assets under Management (AUM): ₹83,197.84 vs. ₹67,180.56 * Gross Income: ₹17,559.90 vs. ₹13,486.19 * Net Profit (after Tax): ₹1,741.97 vs. ₹1,537.67 **Appropriation of Profits:** The Directors proposed appropriating the net profit as follows (in lakhs): * Transfer to Statutory Reserve: ₹450.00 * Transfer to General Reserve: ₹1,100.00 * Dividend paid during the year including taxes: ₹100.06 **Funding Resources:** The company utilized various funding sources, including: * Bank Facilities: CC facilities of ₹6,500.00 lakhs from a consortium of banks. * Fixed Deposits: Total deposits of ₹15,479.70 lakhs. * Term Loans: Outstanding balance of ₹41,936.56 lakhs. * Assets Securitized: ₹1,505.82 lakhs through securitization of receivables. * Non-Convertible Debentures: Issued unlisted Market Linked NCDs amounting to ₹2,500 lakhs. * Equity Infusion: Raised additional equity funds through preferential allotment, increasing the paid-up Equity Share Capital to ₹12,33,68,460 **Review of Operations:** The company's primary business remains financing two-wheelers, with additional loan products like personal loans and used car loans. The company experienced growth, with a 26.67% increase in disbursement and a 30.21% increase in gross income compared to the previous fiscal year. **Branch Network:** The company expanded its branch network by opening 10 new branches during the year, bringing the total to 101 branches as of March 31, 2022. As of the report date, it has 114 branches. Plans are in place to add more branches in FY 2022-2023. **RBI Guidelines & Regulatory Compliance:** Berar Finance Limited adheres to the Reserve Bank of India (RBI) guidelines, including prudential norms for income recognition, asset classification, and capital adequacy. The company is classified as Systemically Important Asset Finance Company-Deposit Taking. The company's Liquidity Coverage Ratio (LCR) was 170.54% as of March 31, 2022. The company falls under the category of Investment & Credit Company (NBFC-ICC) and is classified as NBFC- Middle Layer. **Related Party Transactions:** All transactions with related parties were conducted at arm's length and in the ordinary course of business. **Credit Rating:** The company's credit ratings are: * ICRA BBB (Stable) for Fixed Deposits Programme * ICRA BBB (Stable) for Borrowings from Banks/Financial Institutions * ICRA BBB (Stable) for Non-convertible Debentures (NCDs) * ICRA PP-MLD BBB (Stable) for Principal Protected Non-convertible Market Linked Debentures **Directors and Key Personnel:** Several changes occurred in the Board of Directors, including appointments of Non-Executive Directors and the resignation of Mr. Dattatraya Prabhakar Dalal. Mr. Sandeep Jawanjal resigned as CFO and Mr. Yogesh Tahalyani was appointed as the new CFO. The Board has carried out performance evaluations of the Directors, Chairman, Committees, and Managing Director. **Corporate Governance:** The company follows robust governance practices and is committed to high standards of the Corporate Governance Code. **Exit Offer Scheme:** An exit offer scheme was provided to identified shareholders, and the company is pursuing compounding of offenses with SEBI and the National Company Law Tribunal (NCLT). **Directors' Responsibility Statement:** The Directors confirmed that the annual accounts were prepared on a going concern basis, and proper internal financial controls were in place and operating effectively. **Risk Management:** The company manages various risks, including credit risk, liquidity risk, interest rate risk, and operational risk, through stringent credit norms and regular monitoring. **Internal Financial Controls:** The company has a systematic set of controls and procedures to ensure orderly and efficient conduct of its business, with internal financial controls tested and reported as adequate and operating effectively. **Human Resources and ESOP:** The company emphasizes attracting, training, and retaining quality talent, and has introduced the Berar Employee Stock Option Plan, 2019. **Energy Conservation & CSR:** The company is not engaged in manufacturing activity. The company is pursuing Corporate Social Responsibility (CSR) programs as per its approved policy, available on its website. **Disclosure on Sexual Harassment:** The company has implemented a policy for prevention, prohibition, and redressal against sexual harassment at the workplace. **Other Disclosures:** The report also covers compliance with Secretarial Standards, maintenance of cost records, particulars of loans and investments, annual return, material changes affecting financial position, and other statutory disclosures. **Auditors' Report:** The report includes the Independent Auditor's Report, expressing an opinion on the financial statements of the company. The report includes discussion of Key Audit Matters, such as the allowance for expected credit losses. **Annexures:** The report includes various annexures, such as the Management Discussion and Analysis, Secretarial Audit Report, Report on Corporate Governance, and Annual Report on CSR Activities. **Outlook and Strategy (Management Discussion and Analysis):** The company expects a sustained recovery in the economy and anticipates growth in business and profitability for fiscal year 2023, balancing risks while tapping diverse funding sources. It aims to improve its performance in FY 2022-2023 and sustain its growth trajectory, while balancing risks. The company will continue to tap diverse source of funds to maintain an optimal capital structure.
Here is a comprehensive summary of the provided Berar Finance Limited 31st Annual Report 2020-2021. **Overview:** The report presents the 31st Annual Report and audited accounts of Berar Finance Limited for the financial year ended March 31, 2021 ("FY 2020-2021"). It covers financial results, appropriation of profits, funding resources, review of operations, branch network, compliance with Reserve Bank of India (RBI) guidelines, related party transactions, credit rating, and other corporate information. **Financial Results:** * Loans disbursed during the year amounted to ₹58,538.84 lakhs, an increase from ₹43,670.39 lakhs in FY 2019-2020. * Gross Receivables under Management (AUM) increased to ₹67,180.57 lakhs from ₹46,678.20 lakhs. * Receivables sold under Securitisation decreased to ₹156.07 lakhs from ₹1,365.08 lakhs. * Gross Income rose to ₹13,486.18 lakhs from ₹10,485.43 lakhs. * Net Profit (after Tax) increased to ₹1,537.67 lakhs from ₹1,464.48 lakhs. **Appropriation of Profits:** The Directors proposed appropriations from the net profit (after tax) as follows: * Dividend paid during the year: ₹46.51 lakhs * Transfer to Statutory Reserve: ₹400.00 lakhs * Transfer to General Reserve: ₹500.00 lakhs * Balance Carried Forward: ₹108.19 lakhs **Dividend:** The Directors recommend a dividend of ₹1.00 per Equity Share for FY 2020-2021, compared to ₹0.50 per Equity Share in the previous financial year. **Funding Resources:** * **Bank Facilities:** CC facilities of ₹6,500.00 lakhs from a consortium of bankers. The outstanding balance of CC Limit as of March 31, 2021, was ₹5,198.71 lakhs. * **Fixed Deposits:** Total fixed deposits amounted to ₹11,977.94 lakhs, with public deposits at ₹10,967.92 lakhs as of March 31, 2021. * **Term Loans:** Outstanding balance of term loans as of March 31, 2021, was ₹43,448.71 lakhs. * **Non-Convertible Debentures (NCDs):** NCDs issued on private placement basis to eight entities amounting to ₹12,200 lakhs. As of March 31, 2021, the total outstanding Secured NCDs were ₹12,066.02 lakhs. NCDs allotted to Bank of Maharashtra and Northern Arc Money Market Alpha Trust were fully redeemed. * **Share Capital by Preferential Allotment:** The Company raised share capital through preferential allotment. **Review of Operations:** Financing of two-wheelers remains the core product. The company expanded into agri-equipment, office equipment, car, and personal loans. The Company saw a 34% increase in disbursement and a 28.62% increase in gross income during FY 2020-21. **Branch Network:** The company had 91 branches as of March 31, 2021, which increased to 95 subsequently. The network spans Maharashtra (39), Madhya Pradesh (16), Chhattisgarh (15), Telangana (15), Gujarat (5), and Karnataka (5). **RBI Guidelines:** Berar Finance is classified as Systemically Important Asset Finance Company-Deposit Taking. As of March 31, 2021, the Capital adequacy ratio stood at 20.46%. The company falls under the category of Investment & Credit Company. **Credit Rating:** The company's cash credit facilities, public deposits schemes, and NCDs are rated by ICRA Ltd. * Public Deposits: MA-(Stable) * Cash Credit Facility: BBB (Stable) * Non-convertible Debentures (NCDs): BBB (Stable) **Listing on Stock Exchanges:** The company became a debt-listed company by listing Non-Convertible Debentures (NCDs) on the Wholesale Debt Market Segment of BSE Limited on August 14, 2020. **Statutory Auditors:** M/s Pravin Dhiran & Co. are the Statutory Auditors. The Auditors did not report any fraud during the financial year. **Internal Auditors:** M/s. Somalwar Sahasrabudhe and Associates were appointed as Internal Auditors. Mr. Satish Kumar Gupta was designated as the 'In house' Internal Auditor. **Secretarial Auditors:** M/s. SPZ & Associates are the Secretarial Auditors. The Secretarial Audit Report does not contain any qualification, reservation, or adverse remark. **Directors:** Changes in the Board composition include appointments of Ms. Rashmi Mitkary, Mr. Avishek Addy, and Mr. Harishchandra Sukhdeve as Additional Directors. Executive Directors Mr. Maroti Jawanjar and Mr. Sandeep Jawanjal were appointed. Resignations from the Board include Mr. Mahesh Parasuraman and Mr. Ashok Ghanshyam Kachore. Mr. Dattatraya Prabhakar Dalal will retire by rotation. **Key Managerial Personnel:** Mr. Sandeep Jawanjal was designated as the Chief Financial Officer (CFO) of the Company. **Performance Evaluation:** The Board of Directors conducted an annual evaluation of its performance, Board Committees, and individual Directors for FY 2020-21. **Corporate Governance:** The company adheres to high standards of Corporate Governance Code. **Directors' Responsibility Statement:** The directors confirm the following: applicable accounting standards have been followed, accounting policies have been applied consistently, proper and sufficient care has been taken for the maintenance of accounting records, the annual accounts have been prepared on a going concern basis, internal financial controls are adequate and operating effectively, and proper systems are in place to ensure compliance with applicable laws. **Remuneration Policy:** The Company has adopted policies on Remuneration of Directors and Key Managerial Personnel and Employees. **Risk Management:** The Company faces credit risk, liquidity risk, interest rate risk, and operational risk. Risk Management Committee and Assets Liability Management Committee monitor these risks. **Internal Financial Controls:** The internal financial controls are commensurate with the size, scale, and complexities of its operations. **Human Resources and Employees Stock Options Plan:** "Berar Employee Stock Option Plan, 2019" ("ESOP, 2019"/"Plan") was introduced. 13,200 options were vested on December 23, 2020. **Conservation of Energy and Technology Upgradation:** The Company is not engaged in any manufacturing activity. The company had assured swiftly processing the loans, accounting facilities at various levels of the organisation, improved Network and Cyber security. **Corporate Social Responsibility (CSR):** The Company pursues CSR programs as per its approved Corporate Social Responsibility Policy. The Annual Report on CSR activities is annexed to the Report. In line with the said amendments, the Board, at its meeting held on 29 June 2021, amended the existing Policy. **Prevention of Sexual Harassment at Workplace Policy:** The Company has a policy for prevention, prohibition and redressal against sexual harassment of women at the workplace. **Secretarial Standards:** The Company has complied with the requirements prescribed under the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2). **Change in Nature of Business:** There was no change in the nature of business. **Material Changes & Commitments:** No material changes or commitments that could affect the Company's financial position have occurred. **Acknowledgement:** The Board acknowledges the support of members, depositors, debenture holders, banks, financial institutions, and regulators. **Management Discussion and Analysis:** FY 2020-2021 was a challenging year for the economy and financial services. The company finances 2-wheelers with a focus on semi-urban and rural areas. The company expects sustained growth in business and profitability. The Company added 25 branches and 245 sales points during FY 2020-21. **Financial Performance:** Total income increased to ₹13,486.18 lakhs from ₹10,485.43 lakhs, an increase of 28.62%. Total cost increased by 35.08%. Profit before tax increased by 1.60%. Profit after tax increased by 5.00%. **Secretarial Audit Report (Annexure II)** The report provides details of compliance with the Companies Act, Securities Contracts (Regulation) Act, Depositories Act, Foreign Exchange Management Act, and SEBI regulations. **Report on Corporate Governance (Annexure III)** The report covers aspects of the Board of Directors, board meetings, committees (Audit Committee, Risk Management Committee, Asset-Liability Management (ALM) Committee, Nomination and Remuneration Committee, Information Technology (IT) Strategy Committee, Stakeholders Relationship Committee, and Fund Management Committee). **Annual Report on CSR Activities (Annexure IV)** Provides information on the CSR policy, composition of the CSR Committee, CSR projects, and expenditure. **Form AOC-2 (Annexure V(i))** Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties. All transactions entered into by the Company during the year with related parties were on an arm's length basis and not material in nature. **Policy on Related Party Transactions (Annexure V(ii))** Details the policy on related party transactions in accordance with RBI guidelines. **Disclosure under Employee Stock Option Plan (Annexure VI)** Details related to ESOP 2019. **Particulars of Employees (Annexure VII)** Information on employee remuneration, details of which are provided.
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